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S Corporation Articles Of Incorporation Template for Canada

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Key Requirements PROMPT example:

S Corporation Articles Of Incorporation

"I need to draft S Corporation Articles of Incorporation for my technology startup based in Ontario, planning to issue two classes of shares (common and preferred) with special voting rights for founding members, to be effective from March 1, 2025."

Document background
Articles of Incorporation, including those styled as S Corporation Articles of Incorporation, serve as the founding documents for creating a corporation in Canada. While the S Corporation designation is specific to U.S. tax law and doesn't exist in Canada, the incorporation process follows either federal legislation (Canada Business Corporations Act) or provincial corporate statutes. These articles must be filed with either the federal or provincial corporate registry and include essential information such as the corporate name, registered office address, share structure, director information, and any business restrictions. The document is required when establishing a new corporation and forms part of the corporation's permanent records, serving as reference for corporate governance matters and future corporate actions. It establishes the basic framework for the corporation's existence and operations within Canadian jurisdiction.
Suggested Sections

1. Article 1 - Corporate Name: The official name of the corporation as approved by the registrar

2. Article 2 - Registered Office: The official address of the corporation's registered office including street address and municipality

3. Article 3 - Number of Directors: Minimum and maximum number of directors allowed on the board

4. Article 4 - Share Structure: Details of authorized share capital, including classes of shares and their rights and restrictions

5. Article 5 - Restrictions on Share Transfers: Any restrictions on the transfer of shares of the corporation

6. Article 6 - Business Restrictions: Any restrictions on the business the corporation may carry on

7. Article 7 - Other Provisions: Any other fundamental provisions required for corporate governance

Optional Sections

1. Pre-emptive Rights: Provisions giving existing shareholders the first right to purchase new shares before they are offered to others

2. Special Shareholder Voting Rights: Specific voting rights or requirements for certain classes of shares or specific corporate actions

3. Director Qualifications: Additional qualifications or requirements for directors beyond statutory requirements

4. Cumulative Voting Provisions: Provisions allowing for cumulative voting in the election of directors

5. Quorum Requirements: Special quorum requirements for shareholder or director meetings beyond statutory minimums

Suggested Schedules

1. Schedule A - Share Capital: Detailed breakdown of share classes, rights, privileges, restrictions, and conditions

2. Schedule B - Initial Directors: List of initial directors including their names, addresses, and residency status

3. Schedule C - Shareholder Agreement Terms: Key terms to be incorporated from any existing shareholder agreement

4. Schedule D - Corporate Restrictions: Detailed list of specific business restrictions or limitations

5. Appendix 1 - Form 1 Articles of Incorporation: Official government form for Articles of Incorporation

6. Appendix 2 - NUANS Name Search Report: Results of the mandatory corporate name search

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























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Relevant Industries

Professional Services

Technology

Manufacturing

Retail

Healthcare

Real Estate

Financial Services

Construction

Agriculture

Transportation

Energy

Consulting

Education

Media and Entertainment

Relevant Teams

Legal

Corporate Governance

Executive Leadership

Finance

Compliance

Administrative

Board of Directors

Corporate Affairs

Business Development

Relevant Roles

Chief Executive Officer

Corporate Lawyer

Legal Counsel

Company Secretary

Chief Financial Officer

Business Owner

Entrepreneur

Corporate Director

Compliance Officer

Legal Administrator

Business Development Manager

Corporate Governance Officer

Board Member

Managing Director

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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