Articles of Incorporation
While different states may refer to this as a charter or a certificate of incorporation, the articles of incorporation, which conform to state law, must be filed with the proper state authorities and must convey the purpose of your corporation, the name, the primary place of business, names of directors, and the amounts and types of stock it is authorized to issue.
Articles of Organization
Limited liability companies or LLCs must file articles of organization. This parallels the articles of incorporation in many ways.
Close Corporation
This kind of corporation typically has 30 to 50 stockholders and is a good match for businesses in which the majority of stockholders is actively involved in the management of the company.
Directors
Directors, who are elected by shareholders, make major policy decisions. They are the people who primarily manage the corporation.
General Corporation
This is the most common legal structure for incorporation. You can have an unlimited number of shareholders, and each shareholder's personal liability is proportional to his or her amount of investment.
Incorporators
Incorporators prepare everything necessary for incorporation. This could entail raising funds and bringing in the people who will be investing. This preparatory work also includes preparing and filing the required documents.
Limited Liability Company or LLC
These are unincorporated businesses that are similar to both corporations and partnerships. Members are protected from personal liability for the debts of the company.
Limited Liability Partnership
A partnership in which the liability of all partners is limited. Generally, the partners are not responsible for the debts, obligations, or liabilities of the partnership resulting from the actions or negligence of another partner, employee or agent of the partnership.
Limited Partnership
A partnership in which the duties and obligations of the partners are divided between "general partners" and "limited partners."
Nonprofit Corporation
People in nonprofit corporations come together to either benefit members of an organization or for some public purpose, such as a hospital, environmental organization or literary society. Nonprofit corporations can make a profit, but the business cannot be designed primarily for profit-making purposes, and the profits must be used for the benefit of the organization or purpose that inspired the corporation.
Partnership
A partnership is owned by two or more people, who are personally liable for all business debts and obligations.
Professional Corporation
A legal structure, typically formed by licensed professionals such as lawyers, doctors, and accountants. In this kind of structure, a professional is not free from personal liability for his or her own negligence. Unlike a general partnership, however, owners are not personally liable for the malpractice of other owners.
Registered Agent
According to state laws, corporations and LLCs must have a registered agent, who is named in the articles of incorporation, who will receive all legal notifications. The registered agent will receive important legal and tax documents, such as franchise tax forms and annual report forms.
S-Corporation
An S corporation, which is limited to 75 or fewer shareholders, provides the benefits of incorporation, but it eliminates "double taxation," which is when the profits of a corporation are taxed first as income to the corporation and then second as income to the shareholders when profits are distributed as dividends.
Sole Proprietorship
A business owned and managed by one person, who is personally liable for all business debts and obligations. For tax purposes, the owner and his or her business are one entity, meaning that business profits are reported and taxed on the owner's personal tax return.