Michigan Articles of Incorporation

What Are Michigan Articles of Incorporation?

Michigan articles of incorporation are the document you file with the Michigan Department of Licensing and Regulatory Affairs to form a corporation in Michigan. They must list the corporation's name, purposes, authorized shares, registered office and resident agent, and each incorporator. (Mich. Comp. Laws § 450.1202)

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 Michigan Articles of Incorporation

Michigan 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 Michigan Department of Licensing and Regulatory Affairs
• 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: Michigan 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

Michigan Articles of Incorporation Requirements

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

What Must Michigan Articles of Incorporation Include?

Michigan requires your articles to include the following:

• The name of the corporation
• The corporation's purposes, which can be any activity allowed under Michigan's Business Corporation Act
• The total number of authorized shares, plus class and series details if any
• The street and mailing addresses of the registered office and the name of the resident agent
• The names and addresses of the incorporators
• The duration of the corporation, if not perpetual

Michigan does not require you to name initial directors in your articles, but you may include them.

Who Can Sign and File Michigan Articles of Incorporation?

One or more persons may act as incorporators by signing and filing articles of incorporation. You file your articles with the Michigan Department of Licensing and Regulatory Affairs.

Does a Michigan Corporation Need a Registered Agent?

Michigan requires every corporation to keep a registered office and a resident agent, Michigan's term for a registered agent, in the state.

What Else Is Required to File Michigan Articles of Incorporation?

Michigan has this additional requirement when you file:

• A corporation formed to provide services in a learned profession must incorporate as a professional corporation instead.

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