Articles of Organization [What They Are, How to File Them]
Last Updated: February 2, 2023
You’re ready to establish your first limited liability company (LLC), but where do you start? A slew of documentation is needed for your LLC to be up and running. Among the legal documents required are articles of organization. This article addresses the questions: What are articles of organization? What information do I need for this legal document, and how do I file them?
What Are Articles of Organization?
Limited liability companies (LLCs) are an excellent option for startup companies. They offer a wide range of benefits and provide what the name entails: limited liability for the company’s owners.
To establish a limited liability company (LLC), you’ll need a legal document known as articles of organization (certificate of organization or certificate of formation), which are required for establishing your company at the state level. With articles of organization, you can delegate the power, rights, duties, and liabilities to each member of the LLC. Articles of organization are reminiscent of articles of incorporation but with slight differences between the two.
And what are articles of organization requested for? Articles of organization are requested by the Secretary of State (or Company Registrar), which should approve whether a new business working in the state should be approved. But what if your LLC isn’t working in the same state of its initial formation?
- Foreign Qualification
If your entity—be it a limited liability company (LLC), limited partnership (LP), or a limited liability partnership (LLP)—is working out of a state where it was not initially formed, it undergoes a foreign qualification process, which requires you to file the articles of organization used when forming your domestic business.
‘Foreign’ does not mean that you’re operating out of the US but out of your state of origin. The foreign qualification process entails having your business function in a state different from the one it was formed in.
|NOTE: LLC articles of organization are crucial for the formation of a business in the US. If the state does not have your articles of organization on file, your LLC legally does not exist. These documents are formation documents, which means that practically anyone from the company can file them.|
Information for Articles of Organization
Articles of organization vary from state to state, but 10 basic requirements for almost all states are as follows:
Name of LLC
You first need to specify your LLC name, which must follow all state rules. Most states require you to use the term ‘LLC’ or similar terms within the name.
Type of Structure
Note whether your new company is a limited liability company (LLC), professional limited liability company (PLLC), or series LLC.
A Registered Agent
The next step needed for the limited liability company articles of organization is to appoint a registered agent, who is tasked with organizing the official paperwork (legal documents) of the LLC. This person’s responsibility is to pass such paperwork on to the owner, which is why it’s crucial to choose the high-quality registered agent for your business.
Statement of Purpose
Most states require a statement of purpose, which is a written notice explaining the purpose of your limited liability company (LLC). For LLCs, this statement can be quite general. But if your business is aimed to be a professional limited liability company (PLLC), you must name all the types of services your business provides. If you wish to know how to fill out articles of organization, fill-in-the-blank forms should be available on most states’ websites.
This specifies how your company is structured—whether the LLC/PLLC is managed by members or managers.
Mark the date when your LLC will be operational—the date you desire, not the date approved by the state.
Specify whether your company has a start and end date or if it’s without a definite end—usually stated in a number of years.
Each certificate of organization must specify which state it falls under, which is why a written statement is needed to point to which state law your company will be organized under—which is usually the state statute number that authorizes such companies as LLCs.
The current address of the business must be listed—typically, an actual street address and not a PO Box.
You must enter the company’s full name, address, telephone number, and email of the organizer/business owner.
|NOTE: If you’re experiencing trouble collecting all of the data to fill out your LLC articles of organization, you can always leave that up to the greatest LLC services, which specialize in helping startup businesses.|
|Articles of organization are legal documents required for establishing your company at the state level.|
|With articles of organization, you can delegate the power, rights, duties, and liabilities to each member of the LLC.|
|If your entity is working out of a state where it was not initially formed, it undergoes a process called foreign qualification.|
|Articles of organization (or certificate of formation) are requested by the Secretary of State or Company Registrar.|
|Articles of organization require such information as the name of the company, the registered agent, statement of purpose, duration, and business address.|
Who Can File the Articles of Organization?
The articles of organization can be filed by different sources. But the most effective ways to file this legal document by way of:
The most cost-effective way of filing articles of organization is by doing it yourself, which can be done online, which still requires a filing state fee, ranging from $100.00 to $300.00. The state fee depends on the state you’re filing in.
Online Legal Services
Online legal services provide a great deal of help for startup businesses that wish to incorporate. Services—such as Lexington Law, IncAuthority, and Rocket Lawyer—support their clients in both filling out and submitting limited liability company articles of organization. But paying for such services (on top of the state fee) will be more costly than doing things yourself. It can, however, be well worth it if you choose the top-rated online legal services.
If you’re not interested in filing the articles yourself—or dealing with the fuss of legal services—you’re left with the option of hiring lawyers. You might consider seeking the aid of a lawyer if you’re completely confused about the question: what are articles of organization for an LLC? You could think of this as an investment, as consultations with lawyers can be costly.
|NOTE: A legal document, such as articles of organization, is a public record. But if you don’t wish to have your private information to be made public—which, in this case, would be the name and address of your registered agent—you could choose a registered agent service to take on that role for you.|
How to File Articles of Organization
Filing is quite simple, as there are many online resources where you can check if everything is according to law and what information you should pay close attention to. Here are a few of the essential steps on how to file articles of organization:
Find the State
The first step that dictates the whole process is finding the state you want to start your LLC. As with all LLC founding documents, they heavily depend on the state’s regulations—each state has its own form and process for filing.
Complete Articles of Organization Form
Suppose you’re wondering how to get articles of organization under control. In that case, some states provide PDF fill-in-the-blank forms or an e-filing website that makes gathering all the required information a much simpler process. If not, make sure you have all the information that the Secretary of State requires before handing it in, as misinformation can lead to potential rejection.
Filing Articles of Organization
You can file your articles online or by mail. Filing fees vary from state to state. Additionally, some states require you to have your document notarized beforehand.
|NOTE: New entrepreneurs may wonder if articles of organization have an expiration date. Business articles of organization do not expire. But a business can be dissolved over time for failing to meet specific requirements or going over the stated duration of its existence.|
Limited liability companies are an ideal choice for startup companies. To establish an LLC, you need a legal document known as articles of organization. What are articles of organization for an LLC? These are a set of documents required for establishing your company at the state level and consist of such information as the name of the business, the registered agent, statement of purpose, duration, and business address.
Articles of organization are used to create a limited liability company (LLC) at the state level. With it, the owner establishes the duties, rights, power, and liabilities between the members of the LLC.
Business articles of organization include such information as the name of your business, the type of structure, a statement of purpose, a registered agent, information on the company’s management structure, duration of the LLC, a business address, and the organizer’s information.
Yes, your LLC can be rejected if some of the information given proposes an issue for the Secretary of State. You might have to wait several weeks to get a response if you’ve filed incorrect information—so always make sure the information you provide follows all laws and is 100% correct.
What are articles of organization, and how do they differ from articles of incorporation? Although these two types of legal documents can be similar in form, they primarily differ in purpose. For example, articles of organization are used when forming an LLC, and articles of incorporation are used when forming an S corporation or C corporation.