Michigan Articles of Incorporation For Use By Domestic Professional Corporation | Form CSCL/CD-501

The Michigan Articles of Incorporation For Use By Domestic Professional Corporation | Form CSCL/CD – 501 is designed for one or more licensed professionals who wish to form a corporation which will render the service he/she/they are licensed to deliver professionally. A professional corporation exists and operates like any other profit corporations thereby delivering all the benefits the corporate structure is known for, however will keep the professionals in the corporation answerable for any illegal or unacceptable practices under the licensing or regulatory board that holds jurisdiction over their profession. This form defines the structure for submitting the basic information that a professional corporation must make available to and have approved by the Michigan Department of Licensing and Regulatory Affairs Corporations Securities & Commercial Licensing Bureau. Professionals wishing to incorporate their services should do some thorough research before delivering this document to this entity as the nature of their profession may have certain requirements when it comes to incorporating.

When it is time to submit the Michigan Articles of Incorporation For Use By Professional Corporations, Incorporators should mail, hand deliver, or fax in one original with all the required paperwork and full payment of all applicable fees. The Filing Fee for these articles will be composed of the Organization Fee plus a Nonrefundable Fee of $10.00. The Organization Fee will depend entirely on the total number of Shares this corporation has been authorized to issue. The Organization Fee will be $50.00 for the first 60,000 shares. From 60,001 to 1,000,000 shares, the Fee will be $100.00. From 1,000,001 to 5,000,000, the Fee will be $300.00. The Fee will be $500.00, if there are 5,000,001 to 10,000,000 authorized shares. In the event the forming corporation has more than 10,000,000 shares, Incorporators should be prepared to add  $1,000.00 for each 10,000,000 shares above the initial 10,000,000 in addition to the initial $500.00.

The Organization Fee plus Nonrefundable Fee may be paid as one fee by check or money order if the articles are mailed in. If submitting in person, you may also pay by MasterCard or Visa and if using MICH-ELF, make sure the account information is up to date as a decline in payment will result in a delay of the filing process or a rejection. You may mail the articles to Michigan Department of Licensing and Regulatory Affairs, Corporations, Securities & Commerical Licensing Bureau, Corporations Division, P.O. Box 30054, Lansing, MI 48909. You may deliver them to 2501 Woodlake Circle, Okemos, MI. You may fax the documents in using MICH-ELF to (517) 636-6437. Note: Do not fax in these articles unless you have a pre-existing MICH-ELF account. Expedited Service is available for all filings however there will be a processing charge for this which will range from $50.00 (24 hour service) to $1,000.00 (1 hour Service). All such requests must be made using the Expedited Service Request Form, regardless of your method of delivery, accompanied by full payment of the services you request.

How To File

Step 1 – Obtain the Michigan Articles of Incorporation For Use By Domestic Professional Corporation by selecting the “Download Form” link above or clicking here: Form CSCL/CD – 501. This is a PDF form which may be edited on screen by inputting the requested information then printed or it may be generated by a printer as a blank form then typed.

Step 2 – You must provide a Mailing Address that may be used by the Michigan Department of Licensing and Regulatory Affairs. This is must be a valid address in order to receive your documents. There will be a box near the top left area of the page where you may supply this information on the three lines it contains (Name, Address, and City/State/Zip Code).

Step 3 – Article I requires the Full Name of the professional corporation being formed. The name being reported here must contain either the word “Professional Corporation” or “P.C.”

Step 4 – The Department of Licensing and Regulatory Affairs will require you state the purpose for creating this corporation and give a specific definition to the professional services that will be rendered by the professional corporation. Do this in the space provided in Article II.

Step 5 – Item 1 in Article III requires the total number of shares the professional corporation these articles relate to be defined. In Item 1 of Article III,  report the Total Number of Common Shares. On the next blank space, enter the Total Number of Preferred Shares. Once you have done this you must define the limitations, preferences, and right of each class of shares in the area provided.

Step 6 – Article IV must have the Full Name of the Resident Agent entered onto the blank space in Item 1. Then report the Street Address (Building Number, Street, Site Number), City, and Zip Code of the Registered Office. Finally in Item 3, enter the Mailing Address should the Registered Office receive its mail at a separate location (such as a P.O. Box).

Step 7 – Each Incorporator responsible for the formation of this professional corporation should print his or her Name and provide either  a Residential or Business Address in Article V.  Each Incorporator should have his or her own line here.

Step 8 – Read Article VI and VII very carefully as they will bind the professional corporation being created to their statements. If you do not wish to bind the corporation to these provisions, you may delete the contents.

Step 9 – Since this is a professional corporation that shall render specific services, Article VIII will bind its formation to Chapter 2A of the Business Corporation Act. This will require at least half of the share holders may legally render the service the corporation provides.

Step 10 – There will now be an area where you may list any and all additional articles being filed with this one. The items entered here should bear the exact Name on the articles they list.

Step 11  – After you have listed all accompanying articles, this document must have the Date it is being completed reported on the line beginning with “I,(We).” Then each Incorporator, listed in Article V must Sign his or her name.

mich art of inc profess p1

Step 12 – Next you1 must calculate the Filing Fee for these articles. All payments must be made in full at the time of submittal. The Filing Fee for the Michigan Articles of Incorporation For Use By Profit Corporations is the Organizational Fee plus a $10.00 Nonrefundable Fee. You must use the amount of Shares the corporation being formed by these articles has been authorized to issue. If the forming entity has less than 60,000 shares the Organization Fee will be $50.00. A forming entity with 60,001 to 1,000,000 shares will require payment for a $100.00 Organization Fee. If the entity has been authorized to issue 1,000,001 to 5,000,000 shares then $300.00 is the Organization Fee. If the corporation has 5,000,001 to 10,000,000 shares then a $500.00 Organization Fee will be assessed. For all other corporation, with greater then 10,000,001 shares, the Organization Fee will be $500.00 plus $1,000.00 for every 10,000,000 shares after the initial 10,000,000. Payment for these fees will depend upon the method of filing. If submitting by mail, you must pay by check or money order (made out to “Secretary of State”). If you are submitting the articles in person, you may pay by check, money order, MasterCard, or Visa. You may submit the articles by fax but you must have an up-to-date and active MICH-ELF account with the proper payment information.

Step 13 – Next you must make sure the Michigan Department of Licensing and Regulatory Affairs, Corporations, Securities & Commercial Licensing Bureau receives one completed original copy of the Michigan Articles of Incorporation For Use By Profit Corporations, any attachments you need to submit with the articles, and Full Payment of the Filing Fee (minimum $60.00). You have three options to do this.

To Submit By Mail, Send To:

Michigan Department of Licensing and Regulatory Affairs
Corporations, Securities & Commerical Licensing Bureau
Corporations Division
P.O. Box 30054
Lansing, MI 48909

To Submit In Person, Send To:

2501 Woodlake Circle
Okemos, MI 48864

Or Fax To:

(517) 636-6437