1.   The Certificate of Disclosure was not included with the Articles of Incorporation (17% of rejections). Corporations are required to include a Certificate of Disclosure with their Articles (A.R.S. §§10-202.10-3202).

 

How can this error be avoided?  Include a Certificate of Disclosure with your Articles of Incorporation. This document can be found on our website. Please note that the Certificate of Disclosure must be signed by all incorporators and dated no more than thirty days before its delivery to the Commission.Click here for Forms.

 2.   The Certificate of Disclosure was not signed and executed within 30 days of delivery to the Commission (15% of rejections). Arizona law requires that the Certificate of Disclosure be signed by all incorporators and dated no more than thirty days before its delivery to the Commission (A.R.S. §§10-202. 10-3202). 

How can this error be avoided? Be sure to sign and date your Certificate within 30 days of delivery to the Commission.  A Certificate of Disclosure form can be obtained on our website.  Click here for Forms.

3.   The Foreign Corporation did not attach a copy of the Articles of Incorporation from the domicile state where they originally incorporated (11 % of rejections).  Arizona law requires that a foreign corporation deliver the application and the certificate of disclosure to the commission, together with a copy of its articles of incorporation, any amendments to the articles of incorporation and a certificate of existence (or a document of similar import duly authenticated by the secretary of state or other official having custody of corporate records in the state or country under whose law it is incorporated).   Corporations Division policies also require that such documents be dated within 60 days of delivery to the Commission (A.R.S.§10-1503).  Please note that this only applies to Corporations from other states or countries who wish to do business in Arizona. 
 

How can this error be avoided? Be sure that your filing includes the proper back-up documents outlined above.
 

4.   The entity name selected for the Corporation was not distinguishable from an existing entity name (7% of rejections).  Arizona law requires corporate names to be distinguishable from other entity names on the public record.  (A.R.S. §10-401).

How can this error be avoided? Before choosing a name and delivering your articles for filing, thoroughly read the preliminary name search instructions and check the Name Search Screen to determine whether the name that you have selected for your corporation is available.  At your discretion, you may also reserve the name that you have selected on-line for a $45 fee.  These reservations are for 120 days.
 

5.   The Statutory Agent signature was not on the Articles or a signed Letter of Acceptance from the Statutory Agent was not included with the Articles (7% of rejections).  Arizona law requires that the Statutory Agent consent to the appointment (A.R.S. §10-202 and §10-502).

How can this error be avoided? Remember to have the statutory agent provide a signature in the Articles or provide a Letter of Acceptance.  While the statutes do not indicate the exact verbiage of a consent letter, it can say something to the affect of “I, name of stat agent, having been designated to act as Statutory Agent, hereby consent to act in the capacity until removed or resignation is submitted in accordance with Arizona Revised Statutes”.  This consent letter must be signed by the statutory agent.  Our forms provide this language and a section for the statutory agent to sign.  For a list of downloadable forms, click here.