Can this form be signed electronically?

Yes. Under the federal ESIGN Act (15 U.S.C. §7001) and state UETA laws, electronic signatures are legally enforceable for most corporate formation documents unless a specific state exception applies.

When is notarization required?

Notarization requirements vary by state and document type. Some states require notarized signatures for certain acknowledgements; check the Secretary of State or state notary guidance before filing.

Does the form need witnesses?

Witness requirements differ by jurisdiction and by the document being executed. Real property acknowledgements often require witnesses; verify state statute or Secretary of State instructions.

How should I name the corporation?

Use the exact legal entity name with appropriate designator and confirm availability through the state naming search to avoid rejection for name conflict.

What if the state rejects the filing?

A rejected filing typically requires correction and resubmission. Common causes include name conflicts, missing signatures, insufficient fees, or incorrect registered agent information.

How long to retain signed originals?

Retain the original filed articles and corporate minute book for the entity’s life; keep financial and tax records at least three years per IRC §6501(a) and longer where industry rules apply.

Electronic Signature
Templates
Miscellaneous
Business Corporation Form

Business Corporation Form

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

Business Corporation Form

Corporate Identification

Corporation Name Registration Number / File No. Jurisdiction of Incorporation Principal Office Address

Recitals

WHEREAS, Corporation Name: is duly organized and validly existing under the laws of and maintains its principal office at .

WHEREAS, Counterparty Name: , an entity of type Corporation LLC Individual, wishes to retain the services of the Corporation to perform the services set forth below.

WHEREAS, the parties desire to set forth the terms and conditions under which the Corporation will provide services and the Counterparty will compensate the Corporation as set forth herein.

Scope of Work

The Corporation shall perform the services described below for the Counterparty. The services shall be performed in a professional manner consistent with industry standards.

Detailed Scope of Work

Payment Terms

The Counterparty shall compensate the Corporation as set forth below. Amounts payable are exclusive of applicable taxes unless otherwise stated.

Total Contract Amount Payment Schedule / Milestones Invoice Terms

Invoices shall be presented to Counterparty and are due and payable within days of receipt. Late payments shall bear interest at a rate of % per month (or the maximum permitted by law).

Term and Termination

This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon written notice delivered at least days prior to the intended termination date. Either party may immediately terminate for material breach if the other party fails to cure the breach within 30 days after receipt of written notice specifying the breach. Termination shall not relieve any party of payment obligations accrued prior to the effective date of termination.

Confidentiality

Each party (the "Receiving Party") shall hold in confidence and not use or disclose any Confidential Information of the other party (the "Disclosing Party") except as necessary to perform obligations under this Agreement. "Confidential Information" includes nonpublic business, technical, financial and other proprietary information disclosed in any form. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) is rightfully received from a third party without restriction; (c) is independently developed by the Receiving Party without use of Disclosing Party's Confidential Information; or (d) is required to be disclosed by law, provided the Receiving Party gives prompt notice to the Disclosing Party to seek protective measures.

The obligations in this Section shall continue for a period of years following termination or expiration of this Agreement, except with respect to trade secrets for which protection shall continue for so long as the information qualifies as a trade secret under applicable law.

Representations, Warranties and Covenants

Each party represents and warrants that it has full corporate power and authority to enter into this Agreement and to perform its obligations hereunder. The Corporation further warrants that services will be performed in a professional and workmanlike manner and in accordance with the Scope of Work.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for resolution of disputes arising out of or relating to this Agreement.

Assignment and Amendment

Neither party may assign or transfer this Agreement or any rights hereunder without the prior written consent of the other party, except that the Corporation may assign to an affiliate or in connection with a merger or sale of substantially all of its assets. This Agreement may be amended only by a written instrument signed by authorized representatives of both parties.

Entire Agreement

This Agreement, including any exhibits and attachments incorporated herein, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior agreements, understandings and negotiations, whether written or oral. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Authorized Representatives

Corporation Authorized Representative Counterparty Authorized Representative

Certification

The undersigned certify that they have the authority to execute this Agreement on behalf of their respective parties, that the information provided in this form is true and correct to the best of their knowledge, and that the Corporation is authorized to perform the services described herein.

Corporation Name:

By:

Date:

Counterparty Name:

By:

Date:

What the Business Corporation Form Is and when it’s used

The Business Corporation Form is the set of state-specific articles or certificate documents used to create a corporation as a legal entity. It typically records the corporate name, purpose, registered agent, authorized stock, incorporator(s), and the effective date. Filing this form with the Secretary of State (or equivalent office) formally establishes the corporation, triggers state registration requirements, and creates obligations for annual reports, taxes, and corporate governance under state law. The exact fields, fees, and processing steps vary by state; review the target state filing requirements before submitting.

Why a correct Business Corporation Form matters

Filing accurate incorporation documents creates the legal entity, defines ownership and governance, and establishes the state for contract and tax purposes. Errors can delay formation, increase fees, or expose officers to personal liability if corporate formalities are not observed.

Who typically prepares and signs this form

If you are unsure which party should sign or file, consult state Secretary of State guidance or legal counsel before submission to ensure proper authority and filing method.

Founders and incorporators preparing initial corporate setup and equity allocations.
Registered agents submitting filings and receiving official state notices.
Corporate counsel or paralegals ensuring compliance with state statute and bylaws.

Step-by-step: how to complete the Business Corporation Form

Complete each section in order, verify names and addresses, and confirm the required signatures and delivery method for your state filing office.

01

Prepare information: Gather legal name, registered agent, stock plan, incorporator details.
02

Complete form fields: Enter data exactly; use MM/DD/YYYY for dates.
03

Signer review: Authorized incorporator or officer reviews and signs.
04

File and pay fee: Submit to Secretary of State by chosen method and include payment.

Core sections inside a professional Business Corporation Form

A complete form contains standardized legal elements that define the corporation’s identity, governance, capital structure, and initial authority. Each section must be accurate to ensure good standing and enforceability.

Corporate Name

Specifies the official entity name and statutory ending (e.g., Inc., Corp.). This field must match the entity name used on tax and bank records and be available under state rules.

Registered Agent

Designates the person or service authorized to receive legal notices and service of process in the state; include street address, not a P.O. box, unless state permits otherwise.

Stock & Share Structure

Defines authorized shares, classes, and par value. This section determines equity allocation, investor rights, and triggers securities considerations in certain offerings.

Incorporator/Organizer

Names the incorporator(s) who execute the articles and file them with the state; the incorporator’s signature often starts the corporate existence.

Optional Provisions

May include indemnification, duration, director liability limits, and other governance choices; these clauses affect internal governance and should align with bylaws.

Execution and Effective Date

Provides signature blocks for the incorporator or authorized officer, the execution date, and any delayed effective date for formation and tax timing.

How to customize and submit the form online

Configure digital form fields, signer order, and authentication settings to match your internal approval process before uploading and routing the document for signature and filing.

Field	Configuration
Signature Block	Require dated signature for incorporator; optional officer fields
Signer Authentication	Email link default; add SMS code or ID check for higher assurance
Conditional Fields	Show stock details only if 'Authorized Shares' is greater than zero
Delivery Method	Choose PDF for filing and save a separate copy for corporate records

Where to send the completed Business Corporation Form

Filing typically goes to the Secretary of State or equivalent agency in the state of incorporation; delivery options include online portal, mail, or in-person submission depending on the state.

Online Filing: Upload completed PDF via state SoS portal if available
Mail Submission: Include original signatures and check for the correct fee
In-Person Delivery: Some states offer same-day processing for in-person filings
Third-Party Filing: Registered agents can file on behalf of the incorporator

Digital signing, formats, and integrations to consider

Confirm the chosen solution supports secure storage, audit trails, and export of completed PDFs for submission and corporate records.

File Formats: PDF, DOCX, and fillable form output supported
Integrations: Salesforce, NetSuite, Google Workspace, Box supported
Authentication: Email, SMS, or advanced signer authentication available

Timelines and common filing deadlines to plan for

Deadlines vary by state. Some states process articles immediately, while others provide expedited options for a fee. Annual report and franchise tax due dates differ by jurisdiction.

Initial Filing:

Submit articles; processing time varies by state and service level

Effective Date Options:

Immediate upon filing or delayed effective date per form entry

Annual Report:

Due date differs by state—often anniversary month or calendar year

Franchise/Entity Tax:

State tax returns and fees may be due soon after formation

Expedited Services:

Many states offer same-day or 24-hour processing for a fee

Common mistakes when preparing the Business Corporation Form

Using a name that’s unavailable under state rules, causing rejection and delay in formation.
Listing a P.O. box for the registered agent address where a physical street address is required.
Misstating authorized shares or par value, which can complicate capitalization and investor documents.
Omitting required signatures or filing under the wrong jurisdiction, which may nullify the filing.

Consequences of incorrect or incomplete filings

Filing Rejection: Delay or require resubmission

Late Fees: Additional state charges may apply

Personal Liability: Directors/officers exposure if corporate formalities ignored

Tax Penalties: State tax assessments and interest

Loss of Good Standing: Restrictions on contracts and financing

Recordkeeping Violations: Potential regulatory fines for missing records

Representative eSignature pricing and feature comparison

Basic vendor pricing and capability markers for eSignature solutions commonly used to complete and execute incorporation documents. Feature availability and plan details vary by vendor and tier.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial	Varies	Varies	Varies	Varies
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 envelopes/user/year	Varies	Varies	Varies

Real-world examples of Business Corporation Form use

These short case arcs show how organizations used digital workflows and careful preparation to complete formation and filing tasks in context.

Martin Properties — Tim Martin, Founder

Martin Properties needed remote execution for multiple investor signatures.

They used online form completion to collect signatures from remote parties.
Tim Martin reported that completing and returning formation documents electronically allowed the company to finish organization steps without in-person meetings and kept closing schedules on track.

Fertility Centers of Illinois — John Butler, Founder

A healthcare services founder required secure handling of formation and governance documents.

The process included HIPAA-aware workflows and audit trails.
John Butler noted that maintaining secure signed records and clear audit histories met compliance requirements while enabling remote execution across multiple locations.

Frequently asked questions about the Business Corporation Form

Answers to common questions about execution, notarization, electronic signatures, and post-filing steps for the Business Corporation Form.

Need help? Contact support

Can this form be signed electronically?
Yes. Under the federal ESIGN Act (15 U.S.C. §7001) and state UETA laws, electronic signatures are legally enforceable for most corporate formation documents unless a specific state exception applies.
When is notarization required?
Notarization requirements vary by state and document type. Some states require notarized signatures for certain acknowledgements; check the Secretary of State or state notary guidance before filing.
Does the form need witnesses?
Witness requirements differ by jurisdiction and by the document being executed. Real property acknowledgements often require witnesses; verify state statute or Secretary of State instructions.
How should I name the corporation?
Use the exact legal entity name with appropriate designator and confirm availability through the state naming search to avoid rejection for name conflict.
What if the state rejects the filing?
A rejected filing typically requires correction and resubmission. Common causes include name conflicts, missing signatures, insufficient fees, or incorrect registered agent information.
How long to retain signed originals?
Retain the original filed articles and corporate minute book for the entity’s life; keep financial and tax records at least three years per IRC §6501(a) and longer where industry rules apply.

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