This is not a substitute for legal advice.  An attorney must be consulted.

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   ARTICLES1 OF INCORPORATION

OF EXETOR COMPANY2

 

 

                        TO THE SECRETARY OF STATE3 TO THE STATE OF ILLINOIS4:

            The undersigned persons, acting as incorporators of a corporation organized pursuant to the Illinois Business Corporation Act of 1963, Chapter 8055, as amended, hereby adopt the following Articles of Incorporation.

 

ARTICLE I

            NAME:  The name of the corporation under Chapter 8056 shall be known as: EXETOR COMPANY7.

 

ARTICLE II

            PERIOD OF DURATION:  The period of duration of Exetor Company8 shall be perpetual unless dissolved under the laws of the State of Illinois9 or changed in accordance with these Articles and the corporation Bylaws.

 

ARTICLE III

            PURPOSE:  This corporation is organized for the purpose of conducting proper aspects of business in a manner in which the corporation was organized for operation under Chapter 80510 of the State of Illinois Business Corporation Act of 196311 as amended, with the principal purpose of engaging in real estate acquisitions with the principal interest on nursing homes and care facilities12.

 

ARTICLE IV

            AGGREGATE SHARES:  The aggregate number of shares which the corporation is authorized to issue is 1,000,00013, consisting of one class with no14 par value.  The voting rights will be exercised in direct relation to the number of shares held by the single class established.

This is not a substitute for legal advice.  An attorney must be consulted.
Copyright © 1994 - 2015 by LAWCHEK, LTD.

 

  ARTICLE V

            REGISTERED OFFICE/AGENT:  The address of the initial office of the corporation shall be 123 Main Street, Chicago, Illinois15.  The name of its initial registered agent at said address is Elmer Dolby16 pursuant to Section 5/5.0517.

 

ARTICLE VI

            BOARD OF DIRECTORS:  The number of directors constituting the initial Board of Directors will be three18 and each shall serve as director until his successor is elected and qualifies under the Bylaws of the corporation. After the initial Board of Directors, the Board shall consist of such number of directors as shall be fixed and/or determined by the shareholders from time to time at each annual meeting thereof, at which time the directors are to be elected.  The initial directors of the new corporation shall be the undersigned incorporators.

 

ARTICLE VII

            BYLAWS:  The Bylaws of Exetor Company19 may contain any restrictions on the transfer of the shares of stock of the corporation as well as the issuance of any bonds or notes.

 

ARTICLE VIII

            CORPORATE EXISTENCE:  The corporation's existence shall begin on the day these Articles20 are filed with the Secretary of State21 and recorded at the office of the Cook22 County Recorder.

ARTICLE IX

            INCORPORATORS:  The names and addresses of the incorporators are:

 

            Elmer Dolby23                                     /s/Elmer Dolby23

            123 Main Street

            Chicago, Illinois

 

            Richard Snull24                                   /s/  Richard Snull24

            333 High Cliff Drive

            Chicago, Illinois

 

David Hokey25                                     /s/David Hokey25

            987 Swimmer Lane

            Chicago, Illinois

This is not a substitute for legal advice.  An attorney must be consulted.
Copyright © 1994 - 2015 by LAWCHEK, LTD.

 

STATE OF ILLINOIS26            )

                                                )ss

COUNTY OF COOK27           )

 

 

On this 5th28 day of April28, 200628, before me, the undersigned Notary Public, personally appeared Elmer Dolby29, Richard Snully29 and David Hokey29 to me known to be the persons named in and who executed the foregoing Articles of Incorporation and they acknowledged that they executed the same as their voluntary act and deed.

 

 

                                                          Notary Public30

                                                            NOTARY PUBLIC

           

             

This is not a substitute for legal advice.  An attorney must be consulted.
Copyright © 1994 - 2015 by LAWCHEK, LTD.

 

The form above is an example of how a typical form for the Articles of Incorporation may be completed. 

 

1.    The Articles of Incorporation as used, must be filed with the appropriate governing agency, such as the state of Illinois. In some states, such as New Jersey, this   document is called the Certificate of Incorporation; therefore, an attorney should be consulted as to the proper usage or terminology.

2.    This should be the company name.  Be sure to check with the appropriate authority, such as the Secretary of State, to determine whether or not the name chosen for the company is not already in use by some other entity and be certain that the name is not restricted by banking laws or insurance laws.

3.   The appropriate government official in the case of Illinois is the Secretary of State.  However, in some states, such as Alaska, it may be the Commissioner of Economic Development, or it may be the local probate judge, such as in the state of Alabama.

4.    The state where the articles are to be filed.

5.    The name of the state corporation act or other particular statue, the appropriate year in which the particular state statue was enacted and the particular chapter or section under which a corporation is organized in a given state shall be provided in this space.

6.    The particular chapter under which a corporate name may be authorized in a state.

7.    The name of the company.

8.    The name of the company.

9.    The state.

10.  The appropriate chapter or section of the business corporation law of that particular state.

11.  The state and the legislative enactment.

12.  The purpose for the corporation.  In this case nursing homes is used only as an example.

13.  Number of shares to be issued by the corporation.  The use of 1,000,000 is arbitrary.

14.  The amount of par value per share.  In the example above, no par is shown; however, the par value per stock may be any agreed amount.

15.  Address of the corporation’s registered office, along with the city and state.

16.  The name of the registered agent at the registered office.

17.  The section of the state code that governs the registered office and registered agent.

18.  The arbitrary number of three (3) was chosen in this case for the number of people to serve on the Board of Directors; however, generally any number may be used.  The reader is reminded that a controllable number of directors is recommended.

19.  Name of the company.

20.  Articles, Certificates, or other nomenclature, whichever is suggested by a particular state to identify this document.

21.  Secretary of State or some such other office as designated by state statue, such as Commissioner of Economic Development as in Alaska or to the probate judge of the local county in the case of Alabama.

22.  Not always does a state require that the document be filed with the county recorder’s office; however in this case we have chosen to do so.

23.  Name and address of incorporator along with his or her signature opposite his or her name as shown.

24.  Name and address of incorporator along with his or her signature opposite his or her name as shown.

25.  Name and address of incorporator along with his or her signature opposite his or her name as shown.

26.  The state of Illinois has been chosen in this case; however, in appropriate verification, the necessary state must be included as well as the county where the document was signed.

27.  County in which the document is signed.

28.  An arbitrary date has been selected in the above example; however, the date the document is signed by the incorporators before the notary needs to be included.

29.  Names of the individual incorporators need to be indicated as they appear before the notary.

30.  Signature of the Notary Public.

This is not a substitute for legal advice.  An attorney must be consulted.
Copyright © 1994 - 2015 by LAWCHEK, LTD.

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This is not a substitute for legal advice. An attorney must be consulted.