Who is the incorporator of a company

The incorporator may be an attorney or other person hired expressly to serve as incorporator. Or, they may be a shareholder, a member of the board of directors, or an officer such as president, treasurer, or secretary. Because this person is signing legal documents on behalf of the corporation, they should have the authority to act on behalf of the corporation.

The incorporator can also act as the registered agent once the incorporation is complete. An incorporator is required for two reasons:. An incorporator is required to form a legal corporation, but you don't need to hire someone special for the job. If you own a small business, you can also act as incorporator if you wish. On the other hand, you may wish to hire an attorney or other expert to serve as the incorporator as extra reassurance that the articles will be completed properly and filed correctly.

There is a risk of improperly completing the forms if you have no experience with corporations and how they work, so hiring for the role may provide peace of mind to new business owners. An organizer is a person who performs the same functions as an incorporator, except they perform them for a limited liability company LLC rather than a corporation. The organizer may:. An LLC doesn't have by-laws, but it does usually have an operating agreement, which is a document that spells out the rights and responsibilities of the members.

The document to be signed depends on the requirements of the state. While all states require LLCs to have an organizer, not all states require the signature of an organizer on the articles of organization. Are you struggling to make this important decision? Read on to learn more about the critical role incorporators and organizers play in business formation—and why LegalNature is an excellent option for completing this important job as you navigate the business formation process.

An incorporator is responsible for setting up a corporation. This role is primarily executed before the business is formed, with the incorporator taking key steps to ensure that the corporation is eventually recognized legally. The incorporator must sign the corporation's articles of incorporation before filing with the state in which the corporation is registered.

The articles of incorporation known in some states as a " certificate of incorporation " or a "certificate of formation" serves as a charter recognizing the corporation's formation. This document may also state the corporation's purpose.

Articles of incorporation are typically filed with the Office of the Secretary of State in the corporation's selected state of formation. Once completed and officially recognized, this document becomes a matter of public record. When signing the articles of incorporation, the incorporator must include a valid address. If a separate corporation serves as incorporator, its representative must highlight the corporation's name and the state in which it is presently incorporated.

In some states, the person signing on behalf of a corporation must also mention his or her role at that corporation. Depending on the corporation and the state in which it is formed, the incorporator may serve a variety of important roles.

In states that abide by the Model Business Corporation Act MBCA , incorporators must review all of the statute's provisions and determine whether the corporation's articles are compliant. Only upon verifying compliance can incorporators sign and submit the document. Ideally, only a legal expert will analyze the articles of incorporation for compliance.

Upon filing the articles of incorporation, the incorporator can lead an organizational meeting. Typically, three days' notice must be provided before holding this meeting. The purpose of this gathering could be to:.

The incorporator is by no means the only person allowed to lead early organizational meetings; the director can also take on this responsibility. This is just one example of the extent to which degrees of involvement can vary for incorporators at different businesses. Once the articles of incorporation are approved by the Secretary of State, the incorporator may receive a copy of the document.

Later, the incorporator may be involved in the licensure process. The incorporator then calls the first stakeholder meeting, in which corporation bylaws are adopted and a Board of Directors is elected. Incorporator roles and responsibilities cease to exist once the business becomes a corporation.

The number of incorporators, their age and qualifications are state-specified. This provision was later amended to a minimum of one incorporator, without mentioning age. However, most states require incorporators to be at least 18 years of age, without specifying residency requirements.

According to the authors of the book "Accounting Principles," a minimum of three incorporators are required by most state corporation laws, and a majority of them must be U. The law requires incorporators to act in good faith and not provide any misleading or fraudulent information. The number of initial directors. The names and addresses of the initial directors. The duration of the corporation. Can the Articles of Incorporation Be Customized? What Is an Example of a Customized Articles?

Should I Customize the Articles of Incorporation? Who Is an Incorporator? Who Can Be an Incorporator? What Are the Responsibilities of an Incorporator? Was this document helpful? Share it with your network! The Best Lawyers For Less. Talk to a Top Lawyer for Free. Trusted By. Content Approved by UpCounsel.