That is basic details of which the public and Government are entitled to know about the Corporation. The name, purpose, owners, registered agent, address and other important details relating to the formation of the corporation are filed with the State. After filing the articles of incorporation and paying the prescribed fees and after approval by the State, the corporation officially comes into existence legally. So till this stage, the concept of separate legal entity does not come into beginning. A Corporation is formed of record when proper Articles of Incorporation are filed in the applicable state government office. It is essential that the articles of incorporation comply with the statutes of the state which specify the relevant form and contents for articles of incorporation. Articles of incorporation usually include details such as the name of the corporation, incorporators and number and par value of shares, name and address of the registered agent, address of the principal office and other required information.

The Corporation Division of Secretary of the Commonwealth of Massachusetts is the central depository of all records pertaining to incorporation and thereafter. The rules, regulations, procedures, formalities and benefits of incorporation in MASSACHUSETTS are discussed in this article.

The corporation in Massachusetts is a separate legal entity that is owned by its shareholders. The corporation (C Corporation) can have an unlimited number of shareholders who are not liable for the debts and liabilities of the Massachusetts Corporation. Sub Chapter (S Corporation) Corporation is also allowed.

1. Select the Name of the Corporation

The first step to incorporate in massachusetts is selecting the name for the company. The name cannot infringe on a trademark

or service mark. The name shall not contain the word which indicates business of insurance, assurance, indemnity, acceptance of savings deposit, banking. The name is to be differentiable from the existing registered name. The name shall denote the corporate status and has to contain the word Corporation, Incorporated, Limited or an abbreviation thereof. The name may also contain or end with the world Company which cannot be preceded by the Word and or &. Names should not imply any purpose that is not mentioned in the articles of incorporation.

The legal concept of incorporate in massachusetts is recognized all over the world. In the United States, Corporations are identified by the term incorporated added after the business name such as XYZ Instruments, Incorporated, or by putting the word corporation in the name of the company, as in Netscape Communications Corporation. In Germany, Austria and Switzerland, the GmbH (limited liability business association) as well as the AG (stock market traded business association) are the most common comparable concepts. In the United Kingdom, the titles Ltd (abbreviation for limited company) or plc (abbreviation

For public limited company) are used for corporations. In France, Spain, Portugal, Poland, Romania and South America the title S.A. is used for corporations. Norway used AS for stock corporations and Sweden uses AB, Italy uses Srl (limited Liability Company) and SpA (stock Corporation). The Netherlands uses NV and Singapore uses Pte Ltd meaning private limited which is the equivalent of a U.S. incorporated entity. In India Ltd is used to denote public limited company and Pvt Ltd is used to denote private limited company.

ARTICLES OF INCORPORATION IN MASSACHUSETTS

The name of the corporation must include a corporate suffix such as Corporation, Corp., Incorporated, Inc., Company or Co...

Number of shares the corporation is authorized to issue.

The main business of the Corporation is to be mentioned; description of the business also to be mentioned. Details about nature of shares, voting rights, etc can be specified here or may be mentioned separately in the by-laws of the corporation. Location of the principle place of business is to be mentioned. Other provisions regarding conduct and regulation of the business affairs of the corporations, powers of the directors and its members to be mentioned. Also location of the registered office of the corporation is to be mentioned.

Particulars of Directors are required to be mentioned in the articles of incorporation. Minimum number of directors is not less than 3. If there are only 1 or 2 shareholders then the number of directors can be less than 3 but not less than the number of shareholders. There is not provision for residential requirements for Directors and also age requirements. The details required to be mentioned are number of initial directors, their names and addresses. Details of Owners or shareholders of the Corporation need not be filed with the Corporation. The details of officers of the Corporation are not required to be listed in the Articles of Incorporation: The Principal place of business and mailing address of the corporation.

An increase in shares may result in increase in initial filing fees.

The by-laws of the corporation have been duly adopted and the names, signatures and other details of initial directors, treasurer and officers.

The name and address of the initial registered agent; also the name, address and signature of the registered agent are to be effected here. Registered Agent is the person authorized to receive service of court papers etc and to be personally located at the registered office.

Stock transfer records and original articles of incorporate in massachusetts are to be maintained at the principal office of the corporation; the initial principal address of the Corporation, name and address of the Incorporator and his signature. No witness or notary is required.

One of the recent trends in USA, China and India is greater movement towards federal structure whereby various states have different legal provisions. These states in turn are competing with each other to attract investments and new business incorporations in their respective regions so as to increase the employment levels and revenue earning sources. Special economic Zones, Export orient units, Export Processing Zones, Tax holiday islands all are output of such ideology. These regions have received huge investments in terms of billions of dollars in the last decade as inward investments. This investments and revenue have helped those regional governments to improve their infrastructure facilities at comparable levels that existing anywhere in the world. Change Airport in Singapore, the new face of Beijing in China and changing face of business map in India are there for all of us to see and understand.

But the above recent development is not without flip side. There is uneven flow of capital investment among states in a particular country and fiscal discipline is thrown out of winds Because of political compulsions, States have started competing with each other on uneven scale and have made legal provisions which are not in conformity with central provisions or federal provisions. These issues are to be rightly addressed by economists.

PARADOXY AND CONTRADICTORY DEVELOPMENTS IN FREE MARKET CAPITALISM IN USA WITH PARTICULAR REFERENCE TO DEVELOPMENT OF CORPORATE PRACTICES AND INCORPORATIONS:

The readers of all the articles on various procedures in incorporating a company in different states of USA might be tempted to come to the conclusion that Perhaps Incorporation is the best panacea for business and incorporation solves all problems associated with single ownership or partnership type of business. This is because the incorporation procedures are easy and gives income tax and state tax benefits to corporations when compared to other forms of business ownership. Another important aspect is recognition of separate legal existence of the company in the eyes of law. But the real purpose of incorporation that is to make the ownership public and wide in the hands of vast majority of people of USA and to collect the huge amount of funds required for huge projects require public listing of shares in stock exchanges. This is the main purpose and fundamental basis of incorporation. Like female conception, labor pain, delivery, growth of child, education, employment, marriage, children are evolution of human beings, incorporation, growth, fund requirement, Public issue of shares, initial public offer, listing of shares in stock exchanges are normal evolution in a corporations existence. Then comes the issue of corporate governance compliance, minority shareholder rights, generating return higher than other asset class so that investors in equity of a corporation are kept happy is issues which are evolving in recent times.

One worrying factor though arising out the above mentioned developments is quarterly declaration of results and performance to keep Wall Street Bulls happy. This has resulted in development of unhealthy accounting practices to boost earnings and reserves to satisfy the vicious circle of higher earnings, higher reserves, and higher dividends to shareholders and higher bonuses to CEOs which are unsustainable in the longer run for any Corporation in any Industry. The average tenure of CEOs in a Corporation is coming down in the last few decades and as per the recent survey it is less than 3 years. Because of the inherent expectation on CEO performance, the average compensation, performance bonuses, severance pay package of CEOs in USA has increased to stroboscopic levels. The self serving professionals in Wall Street and their insatiable levels for profits have made Corporate America into an intriguing place to do business. Even Italian Mafia and Columbian drug lords will be put to shame when compared with some of the corporate practices. Spying, investigation, eavesdropping, spreading rumors, sleaze, videotapes and what not are the practices adopted to keep successful business running. Governments, regulatory authorities, media are always short of performing their roles because all these are in turn funded by the very same business houses. For example, the different entity of editorial board, management and investors in a media business is getting blurred and the owner performs the role of editor also and serves the cause of politicians during election time and in turn the politicians after assuming office serve their master corporate.

The following black mark developments will give readers an idea of the broader picture emerging:

1. Enron scam

2. Bad accounting practices in Computer Associates

3. Oil for food scam in United Nations

4. Halliburton scam in Iraq occupation

5. Board level spying in HP and firing of CEO

WHAT ARE THE LEGAL BENEFITS OF INCORPORATION

1. Protection of personal assets sole proprietors or partners are personally and jointly responsible for all business liabilities

A Corporation is a separate and distinct legal entity. This signifies that a corporation can open a bank account, own property and do business all under its own name. The main advantage of a corporation is that its owners, known as stockholders or shareholders, are not personally liable for the debts and liability of the corporation.

2. Transferable ownership

3. Retirement funds

4. Taxation benefits

5. Raising funds from sale of stock

6. Durability/life

7. Credit rating

STEPS INVOLVED IN INCORPORATION

1. Finding a name

2. Purpose or objects

3. Principal place of business

4. Number and type of shares

5. Registration fees to state

6. Corporate bylaw