Examples of Articles of Organization for an LLC

By Roberta Codemo

Examples of Articles of Organization for an LLC

By Roberta Codemo

A limited liability company (LLC) is created by following the statutes dictated by state law. The business must file articles of organization—also called a certificate of formation or a certificate of organization, in some states—and pay a fee with the filing office of the state where the business is located. This is usually the Secretary of State's office, although it varies by state. For example, Maryland businesses must file with the State Department of Assessments and Taxation, while Arizona businesses file with the Arizona Corporation Commission.

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The articles of organization is a simple document that acts as a charter and establishes the new business entity. While the filing requirements vary by state, there is basic information that is required by every state. Once the state approves the document, the LLC is recognized as a registered business entity. Below are examples of the different types of information that are required to be included in an LLC's articles of organization.

Information Required in Every State

While each state may have additional requirements for the information included in an LLC's articles of organization, every state requires the following:

Business name. Depending on the state, the name may be required to include the words "Limited Liability Company," "L.L.C.," or "LLC" and cannot contain the words "Corporation," "Incorporated," "Limited," or "Limited Partnership" or abbreviations for those words.

Principal place of business and mailing address. This is the physical street address where your business operates and where the company records are stored. The mailing address cannot be a post office box (P.O.) or "in care of" (c/o). If you work out of your home, your home office is your principal place of business.

Registered agent name and address. The registered agent is a person or business entity designated to receive paperwork on behalf of the LLC. The agent must be located in the state where your LLC is headquartered, authorized to act as an agent in this state, and available during business hours. You must have a designated registered agent in each state where the LLC is authorized to conduct business. As with the principal place of business, you must provide a physical street address for each registered agent. The registered agent can be a member of the LLC, an outside individual such as your attorney, or a registered agent company.

Management structure. An LLC can be managed either by its members or by its managers. You need to indicate which management type applies to your LLC. Members share responsibility for running the business under the member-managed model—the most common type—while members appoint a member or a group to run the business under the manager-managed model.

Organizer. The LLC's organizers must sign and date the articles of organization.

Examples of Articles of Organization

For more information, you can review examples of articles of organization for every state.

The information that each state requires varies by state. For example, in California, the articles of organization must also include a statement of business purpose, or the reason why the business was organized. The business purpose can be written either to be industry specific or as a general statement. Where a business purpose statement is required, most states accept a general, all-encompassing statement such as “to pursue any and all legal business activity." An exception to this rule is a professional limited liability company (PLLC), which needs to specify the professional services it provides.

Some states require you to include an effective date—the date that the articles take effect—as well as the duration, or dissolution date, if it isn't perpetual. Other states require you to list the names and addresses of each member, while doing so is optional in others. Still other states require you to have the document notarized.

Completing and filing the paperwork to officially create your LLC is relatively simple and straightforward, but if you need guidance, there are online services available to help you.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.