A Certificate of Incorporation for Sole Proprietorship represents a contradiction in terms, as sole proprietorships are unincorporated business structures. In the United States, sole proprietors typically register their businesses through simpler means, such as obtaining necessary permits and licenses, while incorporation is reserved for creating separate legal entities like corporations. The document would typically be used when transitioning from a sole proprietorship to a corporation, at which point the business would cease to be a sole proprietorship.
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1. Article I - Name: Legal name of the corporation
2. Article II - Purpose: General purpose of the corporation and nature of business activities to be conducted
3. Article III - Registered Agent: Name and address of registered agent for service of process
4. Article IV - Address: Principal office address and mailing address of the corporation
5. Article V - Stock: Details of authorized shares, including number and classes of stock
6. Article VI - Directors: Initial board of directors information and governance structure
1. Article VII - Additional Provisions: Special corporate provisions and specific governance rules
2. Article VIII - Incorporator: Details of incorporator when different from directors
3. Article IX - Duration: Specified duration of the corporation if not perpetual
1. Schedule A - Stock Details: Detailed breakdown of stock classes, rights, and preferences
2. Schedule B - Initial Directors: Full information about initial directors including names, addresses, and qualifications
3. Schedule C - Corporate Bylaws: Detailed internal rules and procedures for corporate governance
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