Corporate Charter
The foundational legal document that formally creates a corporation under state law.
What is Corporate Charter?
A corporate charter (also referred to as articles of incorporation or a certificate of incorporation) is the primary legal document that formally creates a corporation in a given jurisdiction. Filed with the state's secretary of state office, the charter specifies the corporation's legal name, registered address, stated purpose, authorized share capital (including any share classes and their rights), and the names of initial directors. The corporate charter represents a higher-order governance document than bylaws; amendments to the charter typically require shareholder approval. Delaware corporate charters are among the most commonly used in the United States due to the state's favorable legal framework.
Example
Delaware corporate charters for technology companies frequently authorize multiple classes of common stock, enabling founders to issue super-voting Class B shares to investors while retaining majority voting control. Alphabet's charter, for instance, authorized Class A, Class B (10-to-1 voting), and Class C non-voting shares.