North Carolina Limited Liability Company Act

By Holly Cameron

The North Carolina Limited Liability Company Act is set out in Chapter 57C of the North Carolina General Statutes. The Act lists the relevant law relating to the incorporation of a limited liability company (LLC) in the state of North Carolina. A limited liability company is a form of business entity that combines certain legal aspects of a partnership with those of a traditional corporation.

Name

The name of each LLC in North Carolina must be distinguishable from the name of any other business entity registered in the state. In addition, the name must contain the words, “limited liability company,” or the abbreviation, “LLC” or “L.L.C.” Individuals may check with the Corporations Division of the Department of the Secretary of State to determine whether a proposed name will be acceptable under the law. If an existing LLC wishes to change its name, it must file an amendment to the Articles of Organization and pay a fee of $50.

Articles of Organization

Any individual who wishes to incorporate an LLC in North Carolina may do so by filing Articles of Organization with the Secretary of State and paying the relevant fee. The Articles of Organization must set out the name of the company, the names and addresses of the organizers, and the address of the registered office. The duration of the company may be stipulated in the articles; however, if this is not done, the company is deemed to exist in perpetuity until dissolved by consent of the members or operation of law. Further provisions relating to the running of the company may be added in the form of an operating agreement.

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Legal Powers

In North Carolina, unless provided otherwise by the Articles of Organization, an LLC has the same powers as an individual to do whatever is necessary to carry out its business including the power to sue and be sued in its own name. An LLC can also purchase or lease property, make contracts, lend money and do any other legal act that furthers its business.

Continuing Obligations

Every LLC incorporated in North Carolina must file an annual report with the Secretary of State. The annual report must include up-to-date information regarding the members of the company, its registered office and the nature of its business. If the information has not changed, a pre-printed report may be downloaded. The annual report must be delivered by 15th April each year and may be mailed or filed electronically.

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How to Incorporate a Business in North Carolina
 

References

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Missouri LLC Statutes

The law relating to limited liability companies in Missouri is contained in Chapter 347 of the revised statutes, also known as the Missouri Limited Liability Company Act. Organizers must file the relevant documentation with the Office of the Secretary of State. If you intend to set up an LLC in the state, note that because of the Missouri Sunshine Law, all information set out in documentation filed with the Secretary of State is subject to public disclosure.

Ohio Limited Liability Company Act

In Ohio, limited liability companies (LLCs) are regulated by Chapter 1705 of the Ohio state code. A LLC can be incorporated for any lawful purpose. To start up a LLC, individuals must submit Articles of Organization to the Secretary of State and pay a fee of $125. Payment of a higher fee will expedite the formation of the company.

How to Get an Article of Incorporation in Tennessee

In Tennessee, a new corporation's organizing document is called a "charter." It contains the company’s articles of incorporation, and it must be filed with the Tennessee Secretary of State before the corporation can begin operating. A charter is required for both for-profit and nonprofit corporations. Limited liability companies, on the other hand, must draft and file articles of organization.

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