What does it mean to file articles of organization as an LLC?
Filing to incorporate as a limited liability company (LLC) provides small businesses with several incentives. An LLC is a flexible business structure. The entity automatically comes with limited liability protection. This separates assets that belong to the business owner and those that are property of the business. What if there is the event of an unforeseen circumstance, like business debt or a sudden lawsuit? Limited liability ensures there is no impact to the owner’s personal belongings. An LLC may also elect a tax designation and has the ability to quickly build credibility due to its entity formation status.
Part of the LLC filing process means completing, and filing, articles of organization with the local Secretary of State. Let’s look at the information and materials necessary to include for your LLC.
What Are Articles of Organization?
An LLC’s articles of organization is a document that contains basic information about the LLC. In order to file as an LLC in the state in which you wish to conduct business, you will need to file articles of organization first.
What if you are looking to file articles of organization with the Secretary of State, but can’t locate the filing name? Some states refer to this filing by a few other names. Other names may include a certificate of formation or certificate of organization. Each name serves the same function as articles of organization. When in doubt, remember you may always look up alternate names when forming an LLC.
Articles of Organization Basic Information
What kinds of basic information goes into an LLC’s articles of organization? The amount of information, and type, will vary depending on state requirements. Basic information necessary for articles of organization include the following for an LLC:
This is the name of the LLC. If the LLC has applied for and received a doing business as name (DBA), it is typically not requested on articles of organization.
Street and Mailing Address
An LLC must have a principal street address and mailing address. Both addresses must be complete on filing documents. These include street numbers, names, name of the city/county, state, and zip code.
Street and mailing addresses may be the same for articles of organization. These addresses may, for example, be an office location or another space where the company conducts business. An initial street address is acceptable. Amendments may be made later on when completing due diligence. You may not use a P.O. Box as an address.
Registered Agent Information
In nearly every state, an LLC must appoint a registered agent. A registered agent acts as the point of contact between a business and the state. The registered agent, or RA, accepts time-sensitive and confidential documents on behalf of the business. They organize the materials. Then, they submit the paperwork along to the owner in a discrete, timely manner. The owner is then able to take care of important documents which may vary from annual report filings to paying franchise taxes.
Articles of organization will request the name and complete street address of the registered agent. Much like an LLC’s street address, a P.O. Box is not accepted as a form of address. The registered agent’s mailing address may also be requested in articles of organization.
What is the nature of the LLC’s business? There is typically a section in articles of organization where an LLC may briefly detail more about the business. Other names for this section include purpose or business description.
Another name for owners of an LLC is members. If the entity is a single member LLC, then there is only one member in the organization. This member will write their name and street and mailing address in the articles of organization. LLCs that have additional members must include each one’s name and address.
There are two types of LLC management styles for LLCs with several members. One is member managed. This is where each member shares the same responsibilities on a daily basis. The other is manager managed. In a manager managed situation, a board of managers oversees the direction and operation of the LLC.
Many articles of organization will require that the LLC details its management style. Often, this means checking off a box. This determines if your LLC is member managed or manager managed. Additional names of the members and managers may be required here, along with their street and mailing addresses.
Essentially, this date states when the LLC was effective with the Secretary of State. A delayed effective date is also acceptable in this section. An effective date is often optional when filing articles of organization. It may appear on the articles of organization in some states and not at all for others.
Finally, the articles of organization need signatures. Each member must print their name, signature, and include today’s date. Then, the articles of organization document is complete. Remember that these documents vary depending on their state of formation. Final submission may require additional information.
Additional Filing Requirements
Do you need anything else before filing? Remember to check in with your local Secretary of State and inquire about the filing fee. These fees may vary for a number of reasons. Each state will have a different filing fee. Fees may also differ depending whether you choose a standard filing or an expedited filing process for your LLC.
We can help with filing articles of organization! Call us at 1-877-692-6772 to work with our team of professionals and contact us at mycorporation.com.