Pennsylvania Business Corporations
These are Pennsylvania corporations organized for profit. A corporation is a legal entity, created by statute (i.e., the state) with all rights, privileges and responsibilities of a natural person; possessing the attributes of limited liability, centralized management, continuity of life and fee transferability of interest. A corporation is the most complex form of business organization. A corporation is a legal entity that acts as a single person and is created under state statutory law. The corporation owns the business and in turn, the corporation issues shares of stock to individuals investing in the corporation. Business activities are restricted to those designated in the articles. Articles of Incorporation are not required by law to be prepared by an attorney; however, because of complex legal issues involved, including tax considerations, it is advisable to seek legal counsel to assure that all legal consequences receive proper consideration.
To form a profit corporation in Pennsylvania, The Articles of Incorporation, accompanied by a docketing statement, should be filed with the Bureau of Corporations and Charitable Organizations. The application must contain the following information:
- The application must be signed by all incorporators listed with their addresses. One or more persons or corporations may act as incorporators. Incorporators are not required, but may be directors, officers, shareholders, or employees of the corporation.
- The corporate name must be available for use.
- The initial registered office address requires street and number; if any. A P.O. Box alone is not acceptable. A Commercial Registered Office Provider's address is acceptable.
- Statute under which it is incorporated are the provisions of the Business Corporation Law (BCL) of 1988.
- Statement of the period during which the corporation shall continue existence, if not perpetual.
- The number of shares which the corporation has to issue, or that the corporation is organized under a non-stock basis.
Publication of either the intent to file or the actual filing of Articles of Incorporation must be made in two newspapers of general circulation, one a legal journal, if possible. Proofs of the advertising are not required to be sent to the bureau but should be filed with the minutes of the corporation . The advertisements must contain the name of the proposed corporation and a statement that the corporation is to be or has been organized under the provisions of the BCL of 1988.