How To File Articles of Organization for an LLC
A Limited Liability Company (LLC) is a business that must be registered with a specific state. To properly register your new Limited Liability Company with your state, you must file Articles of Organization.
Some states require that a Certificate of Organization (sometimes called a Certificate of Formation) be filed. The format is similar to the Articles of Organization; just the name is different.
The process for filing this document differs by state, but the requirements are usually about the same, and they are fairly simple, as legal documents go.
Time Required: Less than an hour
1. First, go to the website of the Secretary of State for your state. Find the information on the SOS website in the business division that describes the requirements for the Articles of Organization. Some states include a sample, while others only give you the itemized list of the things you will need to include. Find the amount you will need to pay for the initial Articles of Organization.
2. Information for filing. Before you fill out the form, there is some information that you will need to gather and decide about the LLC and its owners (called "members.").
- What is the name of the LLC? Most states require that you use a form of the term "LLC" in the name.
- What is the address of the LLC? You will probably be required to use a street address rather than a PO Box.
- Who will be Members of this LLC?
- Who is the Registered Agent? A Registered Agent must be designated for the company. The Registered Agent is the person responsible for sending and receiving official paperwork. This person should be responsible and be able to make decisions about business matters. This person should also have check writing authority.
- What is the effective date of the LLC start? If you don't designate an effective date, it's the date the paperwork is filed and accepted by your state. Check with your state for any effective date requirements, if you want a date before or after the filing date.
3. More questions to be answered before you can complete the Articles of Organization:
- LLC management. Will the members be managing the LLC, or will the company hire a professional to manage the business? Read more about member-management vs. manager-management.
- You may need to be able to describe the activities of your business. That is, for what purpose or purposes are you opening this business? To run a day care center? To operate a consulting business? To make and sell baked goods to local grocery stores? Just a brief description is acceptable.
- Some states will require you to list the names and addresses of the Members of the company.
4. Complete the form. Once you have answered all of these questions, you should be ready to fill in the blanks of the form. Be sure you answer clearly and completely.
Finally, when the document is complete, mail it along with a check for the amount to the Secretary of State, or submit the form electronically, depending on the state.
- Make sure you have included the terms "LLC" or "LLC" (that's a comma before the LLC) or "Limited Liability Company" in the name of the company. Most states require this designation. Don't use the terms "corporation" or "Inc." as these don't apply to an LLC. An LLC is not a corporation.
The Registered Agent should be someone who is familiar with legal matters and who is available all the time during regular business hours. Read more about how to find a registered agent in your state.
- You don't need to register your business name if you are filing Articles of Organization. The registration of the LLC serves to also register your business name.
- Use a business checking account for the check, if you already have one. This makes your business seem more legitimate, to the state. Some banks may not give you an account until you file the Articles of Organization, but most will.
- Most states will give you a fillable PDF form to use for the application. Be sure you save the form or at least take a screenshot of it, so you don't have to re-create it.
- In a few states, publish the Articles of Incorporation. Only a few states require you to publish the articles (Arizona and New York are two states that require this step.)