Form Cd-1 - Instructions For Filing Articles Of Incorporation

Section 11.

Only those forming a non-profit entity would complete this section. Attach additional pages, if necessary.

Section 12.

The incorporators (one or more persons or a domestic or foreign corporation) are the persons or entities who set up the corporation. They need not

own shares in nor run the corporation.

Section 13.

Check the appropriate box indicating whether or not the organization is "veteran-owned." Effective JULY 1, 2015, the following criteria must be met

in order to qualify as a "veteran-owned" entity: (1) veteran must be "honorably discharged or under honorable conditions;" and (2) if a publicly-owned entity, at least

fifty-one per cent (51%) of the stock must be unconditionally owned by one or more veterans [see WV Code 59-1-2a(12)-(13)(A)(B)]. If "Yes," you must provide

proof of veteran status by including with this application a copy of your Veteran Affairs Form DD214.

Section 14.

Enter the number of acres the company desires to hold in West Virginia. If your company holds more than 10,000 acres of land, you must submit a fee

of 5¢ for each acre over 10,000.

Section 15.

AN INCORPORATOR MUST SIGN THE APPLICATION. Listing a contact person and phone number is optional, however listing a person to

contact in case of a problem with filing may help to speed the filing process along and avoid possible rejection of the document. The application will be returned to

you as incomplete without a signature.

ANNUAL REPORT NOTICE:

West Virginia Code 59-1-2a. requires every corporation (both for profit and non-profit) to file an annual report and pay the annual report filing fee

between January 1 and July 1 of each year following the calendar year in which the business was registered with the Office of the Secretary of State. The $25

annual report fee is waived for Veteran-owned entities for the following four (4) years after initial formation [see West Virginia Code 59-1-2a(m)]. Failure to

file may result in revocation of the organization's legal authority to transact business in the state. Notification of the filing requirement will be sent, but the

company is responsible for filing the annual report as required by West Virginia Code. You may file the annual report online at

You

must

to create a personal “Filing Cabinet” to file the annual report.

West Virginia Code

§31F-5-501

requires every “benefit corporation,” as described in Section 9b. above, to prepare an annual benefit report

(separate and unrelated to the Secretary of State Annual Report referenced above) made available annually to each shareholder of the benefit corporation.

See West Virginia Code

§31F-5-501

for further information regarding the “Annual Benefit Report.”

FILING THE ARTICLES - ONE ORIGINAL REQUIRED - AND PAYING THE FEE

Send an additional original if you want a filed date-stamped copy returned to you at no additional cost.

The filing fee will consist of paying a registration fee and excess acreage fee, if applicable.

If requesting a certified copy, an additional fee of $15 per certified copy requested is required.

For Profit Corporations - $100

Effective July 7, 2017 per WV Code

§59-1-2

Non-Profit Corporations - $25

Veteran-owned entity registration FEE WAIVED - $0

Registration

fee*

_______________

[Registration fee is waived for "veteran-owned" entity effective July 1, 2015 per WV Code

59-1-2(j); Be sure to attach the veteran proof of status Veteran Affairs Form DD214

Excess Acreage fee:

+_______________

when claiming "veteran-owned" status.]

$15 per certified copy: +_______________

Total fee:

=_______________

**** Make your checks payable to West Virginia Secretary of State. ****

TEXT ALERTS: Stay up-to-date regarding filing deadlines and changes to business, charity, notary, private investigation, and security guard laws. To sign up, go to

www.

and click on the Business and Licensing category link. On the Business and Licensing page, scroll down and click on the

Click Here To Sign Up

For Text Alerts From The West Virginia Secretary Of State's Office

link. Next, under the heading, “Choose SMS Subscription,” click the down arrow and select

“Business and Licensing.” Then enter your ten-digit mobile phone number and your cellular carrier. Click Subscribe. This will allow you to get important information

delivered right to your mobile phone. Please note, standard text messaging rates apply and you may unsubscribe at any time.

CHARITABLE REGISTRATION: If your company receives contributions, donations or grants, registration as a charitable organization may be required. Contact

our office for more information or visit our website at

DISSOLUTION: A corporation is a legal entity which can only be dissolved through formal action by filing the necessary documents for dissolution - not by a letter

or phone call. You remain liable for all taxes, assessments, fines, penalties and interest until you receive a certificate of dissolution from the Secretary of State. Contact

us for more information.

Form CD-1

Issued by the Office of the Secretary of State

Rev. 07/17