Articles of incorporation - 15 Pa. Cons. Stat. § 1306

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     § 1306.  Articles of incorporation.
        (a)  General rule.--Articles of incorporation shall be signed
     by each of the incorporators and shall set forth in the English
     language:
            (1)  The name of the corporation, unless the name is in a
        foreign language in which case it shall be set forth in Roman
        letters or characters or Arabic or Roman numerals.
            (2)  Subject to section 109 (relating to name of
        commercial registered office provider in lieu of registered
        address), the address, including street and number, if any,
        of its initial registered office in this Commonwealth.
            (3)  A statement that the corporation is incorporated
        under the provisions of the Business Corporation Law of 1988.
            (4)  A statement that the corporation is to be organized
        upon a nonstock basis, or if it is to be organized on a stock
        share basis:
                (i)  The aggregate number of shares that the
            corporation shall have authority to issue. It shall not
            be necessary to set forth in the articles the
            designations of the classes of shares of the corporation,
            or the maximum number of shares of each class that may be
            issued.
                (ii)  A statement of the voting rights, designations,
            preferences, limitations and special rights in respect of
            the shares of any class or any series of any class, to
            the extent that they have been determined.
                (iii)  A statement of any authority vested in the
            board of directors to divide the authorized and unissued
            shares into classes or series, or both, and to determine
            for any such class or series its voting rights,
            designations, preferences, limitations and special
            rights.
            (5)  The name and address, including street and number,
        if any, of each of the incorporators.
            (6)  The term for which the corporation is to exist, if
        not perpetual.
            (7)  If the articles are to be effective on a specified
        date, the hour, if any, and the month, day and year of the
        effective date.
            (8)  Any other provisions that the incorporators may
        choose to insert if:
                (i)  any provision of this subpart authorizes or
            requires provisions pertaining to the subject matter
            thereof to be set forth in the articles or bylaws of a
            business corporation or in an agreement or other
            instrument; or
                (ii)  the provisions, whether or not specifically
            authorized by this subpart, relate to the purpose or
            purposes of the corporation, the management of its
            business or affairs or the rights, powers or duties of
            its securityholders, directors or officers.
        (b)  Other provisions authorized.--A provision of the
     original articles or a provision of the articles approved by the
     shareholders, in either case adopted under subsection
     (a)(8)(ii), may relax or be inconsistent with and supersede any
     provision of Chapter 13 (relating to incorporation), 15
     (relating to corporate powers, duties and safeguards), 17
     (relating to officers, directors and shareholders) or 19
     (relating to fundamental changes) concerning the subjects
     specified in subsection (a)(8)(ii), except where a provision of
     those chapters expressly provides that the articles shall not
     relax or be inconsistent with any provision on a specified
     subject. Notwithstanding the foregoing, the articles may provide
     greater rights for shareholders than are authorized by any
     provision of those chapters that otherwise provides that the
     articles shall not relax or be inconsistent with any provision
     on a specified subject.
        (c)  Par value.--The articles may, but need not, set forth a
     par value for any authorized shares or class or series of
     shares.
        (d)  Written consent to naming directors.--The naming of
     directors in articles of incorporation shall constitute an
     affirmation that the directors have consented in writing to
     serve as such.
     (Dec. 19, 1990, P.L.834, No.198, eff. imd.; Dec. 18, 1992,
     P.L.1333, No.169, eff. 60 days)

        1992 Amendment.  Act 169 amended subsec. (b).
        1990 Amendment.  Act 198 amended subsec. (a)(8), relettered
     subsec. (b) to subsec. (d) and added new subsecs. (b) and (c).
        Cross References.  Section 1306 is referred to in sections
     1504, 1718 of this title.

Last modified: November 27, 2007