articles of incorporationn.
Reviewed by Owen Hathaway, AttorneyUpdated June 1, 2026The document filed with the state that legally creates a corporation or nonprofit corporation. (LLCs file articles of organization instead.)
Articles of incorporation are the charter document filed with the state to create a corporation or nonprofit corporation. Filing brings the corporation into legal existence and typically sets out its name, purpose, registered agent, and, for nonprofits, the specific clauses the IRS requires for tax exemption.
Terminology matters: corporations and nonprofit corporations file articles of incorporation, while LLCs file articles of organization. For an intended 501(c)(3), the articles must include required purpose and dissolution language, or the IRS will deny exemption.
Filed with the Secretary of State in Colorado (C.R.S. Title 7) or Wyoming (Wyo. Stat. Title 17). A nonprofit's articles should contain the IRS-mandated 501(c)(3) purpose and asset-dedication clauses before applying for federal exemption.
Related terms
- B corporationA for-profit entity that legally commits to pursuing a public benefit alongside profit. (Note: the legal benefit corporation differs from the private 'B Corp' certification by B Lab.)
- articles of organizationThe formation document filed with the state that legally creates an LLC. (Corporations and nonprofits file articles of incorporation instead.)
- 501(c)(3)The federal tax status for charitable nonprofits. These entities are exempt from income tax, and sometimes certain state-level taxes, and are able to receive tax-deductible donations, in exchange for strict limits on their activities.