Which document sets forth the basic structure and purpose of a corporation, including its name, purpose, and share structure?

Which document sets forth the basic structure and purpose of a corporation, including its name, purpose, and share structure?

• A. Bylaws
• B. Articles of Incorporation
• C. Shareholder Agreement
• D. Certificate of Partnership

Answer: (B)

The document that creates a corporation and lays out its basic framework is the charter filed with the state, usually called Articles of Incorporation. This filing establishes the corporation as a separate legal entity and records essential details such as its name, the broad purpose, and the authorized share structure (how many shares can be issued and at what class or par value). Once this charter is filed and approved, the corporation exists and the groundwork for governance and ownership is set. Bylaws come next and govern how the company operates on a day-to-day basis, including internal management, meetings, and voting rules; they don’t define the initial structure or legally create the corporation. A shareholder agreement is a private arrangement among owners about their rights and obligations, often addressing transfers and protections, but it doesn’t establish the entity itself. A Certificate of Partnership would apply to partnerships, not corporations, so it doesn’t fit for establishing a corporation’s structure.

The document that creates a corporation and lays out its basic framework is the charter filed with the state, usually called Articles of Incorporation. This filing establishes the corporation as a separate legal entity and records essential details such as its name, the broad purpose, and the authorized share structure (how many shares can be issued and at what class or par value). Once this charter is filed and approved, the corporation exists and the groundwork for governance and ownership is set.

Bylaws come next and govern how the company operates on a day-to-day basis, including internal management, meetings, and voting rules; they don’t define the initial structure or legally create the corporation. A shareholder agreement is a private arrangement among owners about their rights and obligations, often addressing transfers and protections, but it doesn’t establish the entity itself. A Certificate of Partnership would apply to partnerships, not corporations, so it doesn’t fit for establishing a corporation’s structure.