Maryland Articles of Incorporation

What Are Maryland Articles of Incorporation?

Maryland articles of incorporation are the document you file with the Maryland State Department of Assessments and Taxation to form a corporation in Maryland. They must list the incorporators, the corporation's name, purpose, principal office, resident agent, shares and par value, and its initial directors. (Md. Code Ann., Corps. & Ass'ns § 2-104)

These public records outline the basic facts about your corporation, which often include:

• Corporate name
• Principal office address
• Registered agent information
• Initial directors, where the state requires them
• Stock information

When to Use Maryland Articles of Incorporation

Maryland articles of incorporation are essential to establishing a corporation at the state level. Use them to do the following:

• Form a new corporation: This document officially creates your company as a distinct legal entity
• Register with the state: Filing is required to register your corporation with the Maryland State Department of Assessments and Taxation
• Define company structure: Your articles outline the basic structure of your corporation
• Protect personal assets: A properly maintained corporation can help shield personal assets from business liabilities
• Plan your tax approach: Forming a corporation is the first step toward choosing C corporation or S corporation tax treatment
• Comply with state law: Maryland sets specific requirements for forming a corporation, and your articles help you meet them
• Prepare for future growth: Well-drafted formation documents give your business room to expand

Maryland Articles of Incorporation Requirements

Maryland sets its own rules for what your articles must include, who can sign them, and what else you must file. These are the Maryland rules to know before you file.

What Must Maryland Articles of Incorporation Include?

Maryland requires your articles to include the following:

• The name and address of each incorporator, with a statement that each is at least 18 and forming a corporation under Maryland law
• The name of the corporation
• The corporation's purposes, or a statement that it may engage in any lawful business
• The address of the principal office
• The name and address of the resident agent
• The total shares, the shares in each class, and their par value or a statement that they have no par value
• The number of directors and the names of the initial directors

Who Can Sign and File Maryland Articles of Incorporation?

One or more adults may act as incorporators of a Maryland corporation. They must sign and acknowledge the articles before filing them. You file your articles with the Maryland State Department of Assessments and Taxation.

Does a Maryland Corporation Need a Registered Agent?

Maryland requires every corporation to have a resident agent, Maryland's term for a registered agent, and a principal office in the state. Your articles must give the resident agent's name and address.

What Else Is Required to File Maryland Articles of Incorporation?

Maryland has this additional requirement when you file:

• The incorporators must sign and acknowledge the articles.

These requirements reflect Maryland's corporation statutes, and some filings may call for more information.