If you’re starting a new business, you might consider forming an LLC, or limited liability company—a popular choice for small businesses. To establish an LLC, you need to file articles of organization, which are foundational legal documents required in every US state.
In this guide, you’ll learn what articles of organization are, why they’re essential, and how to file them to create your LLC and launch your new business.
What are articles of organization?
Articles of organization are legal documents required to set up an LLC in the United States. They outline:
- Legal rights and capabilities
- Fiduciary duties
- Potential liabilities
- Official relationships between LLC members
- Relationships between members and the LLC itself
These documents also include the operating agreement and relevant corporate statutes for the state in which you’re filing.
You submit your articles of organization to your state government, along with any required fees. Each state has specific requirements for LLCs, so be sure to check your local regulations. Some states may refer to these documents as a “certificate of formation” or “certificate of organization.”
While articles of organization are specific to LLCs, they’re similar to the articles of incorporation filed when setting up a corporation.
Why are articles of organization needed?
Simply put, without articles of organization, your business doesn’t officially exist. Filing these documents creates a public record of your company, including:
- Business name
- Organizers’ or members’ names
- Company’s purpose
- Principal business address
By filing articles of organization, you’re taking a crucial step in complying with state regulations for LLCs. This process ensures your company’s legal status and makes it more credible to potential clients, partners, and financial institutions.
How to file articles of organization in your state
Ready to get your LLC up and running? Follow these eight steps to properly file and structure your articles of organization. Keep in mind that the specific details required can vary significantly from state to state.
- Choose a unique business name
- Go to your state’s filing website
- Gather the information needed by your state
- Create an operating agreement
- Fill out the form
- File your articles of organization
- Publish a notice of formation
- Prepare for ongoing compliance
1. Choose a unique business name
Brainstorming time! Come up with names that capture your business’s essence and are easy to remember. What makes your company special? Try to distill that into a few words.
Next, check if your chosen name is available. Each state has a database where you can search existing business names. Make sure your pick isn’t already taken or too similar to another company’s name.
Think about how the name will look on signs, websites, and social media. Shorter names often work better, but ensure it’s still meaningful. Avoid names that might limit your future growth. For example, “John’s Pizzeria” could be problematic if you later want to expand into other types of food.
2. Go to your state’s filing website
Got your business name? Now head to your state’s filing website—typically the secretary of state’s website.
Keep an eye out for whether your state calls the document “articles of organization,” “certificate of formation,” or “certificate of organization” so you can find the right form.
You’ll also discover whether you can file online or need to mail your documents, the associated fees (usually $50–$200), and any other required details.
3. Gather the information needed by your state
Before filling out your form, collect all the information your state requires. While it varies, you might need:
- Business name: Make sure it includes “LLC” or the appropriate designation as required by state law.
- LLC members/managers: Decide if your LLC will be member-managed or manager-managed, and gather their details.
- Registered agent: Choose a registered agent who’ll receive legal documents for your business.
- Business address: You’ll need a physical address and possibly a mailing address.
- LLC purpose: Some states want a description of your business activities.
- Start date: Decide if your LLC will be effective immediately or on a future date.
4. Create an operating agreement
An operating agreement is your LLC’s playbook. It outlines how your business will be run, covering essential details like ownership stakes, decision-making processes, and exit strategies. While not all states require it, having one is a smart move for any company.
A solid operating agreement typically includes:
- Basic company info (name, location, purpose)
- List of members and their ownership percentages
- How profits and losses are shared
- Voting rights and decision-making processes
- Rules for adding or removing members
- Dissolution procedures
You can draft this agreement yourself, but getting help from a lawyer is often worth the investment. They’ll ensure you cover all the bases and that the agreement aligns with your state’s laws.
Remember, your operating agreement can evolve. As your business grows, you might want to update it to fit new situations.
5. Fill out the form
Time to put all that information to use! Provide the details about your new business in the form. Double-check everything before submitting—small mistakes can lead to delays or rejection. If you’re unsure about any part, don’t hesitate to ask a lawyer or business adviser for guidance.
6. File your articles of organization
With your form filled out, it’s time to make it official. Filing requirements vary by state, so pay attention to the specifics.
Some states let you submit your form and filing fee online—quick and easy. Others might require you to mail it in with a check. Look into your state’s requirements so you can submit your form and take that exciting step toward forming your LLC.
7. Publish a notice of formation
After filing, some states (like Arizona) require you to announce your new company to the public. This usually means placing an ad in a local newspaper.
The duration of this announcement varies by state. Some places ask for just one day, while others might require several weeks. Once you’ve published the notice, you’ll often need to get proof, like a copy of the ad or a statement from the newspaper.
8. Prepare for ongoing compliance
Congratulations on filing your articles of organization! But remember, your work isn’t over. Keeping your business in good standing with the state means staying on top of certain requirements.
Many states require annual reports to update your business information. Mark these deadlines on your calendar—they’re easy to forget but crucial to remember.
Also, pay attention to your tax obligations at the federal, state, and local levels. Stay organized and file on time to avoid penalties and keep your LLC running smoothly.
LLC articles of organization templates and examples
To make the process smoother for you, we’ve gathered some articles of organization templates and examples. These can serve as helpful guides as you prepare your own documents.
Free articles of organization template
The template above is available as a free resource and includes most of the information your state will likely need. You can fill this out and file it if your state allows. However, keep in mind that you may need to download your state’s specific form for official submission.
California articles of organization example
Here’s an example of California’s articles of organization form. California allows online filing, making it easy to complete and submit within minutes. It’s a straightforward one-page form that asks for essential information like your business name, designated office address, mailing address (if different), purpose statement, and more.
New York articles of organization example
New York state also offers the option to file articles of organization completely online. However, if you prefer, you can still download the form above to fill out and mail. Simply input your LLC’s name, county, and other required details to meet the requirements and get your New York business off the ground.
Filing fees for articles of organization
The cost of filing your articles of organization can vary depending on where you’re forming your business. Let’s break down the typical costs you might encounter:
Average filing costs
Most states charge between $50 and $150 to file articles of organization. However, some states have higher fees, which can reach up to $300 or more.
For instance:
- In Massachusetts, the fee for an organization with up to 275,000 shares is $275, increasing by $100 for every additional 100,000 shares.
- Tennessee’s filing fee depends on the number of members, with a minimum of $300 and a maximum of $3,000.
Remember to check your state’s specific requirements, as costs can change and may differ based on various factors.
Expedited processing costs
Need your articles of organization processed quickly? Many states offer expedited service for an additional fee.
These fees typically range from $25 to $200 on top of the regular filing fee, but prices can vary significantly. For example, Nevada offers expedited processing services that can cost up to $1,000 for a one-hour processing time.
While it comes at a premium, expedited processing can dramatically reduce wait times from several weeks to just a few days or even hours in some cases. It’s a great option if you’re in a hurry to get your business up and running.
LLC services
Forming an LLC comes with plenty of advantages, but the process isn’t always straightforward. Managing all the paperwork and deadlines yourself can be time-consuming, and mistakes can delay the filing process. That’s where LLC formation services come in handy.
Here are three great LLC formation services to consider:
- ZenBusiness: Its basic package covers all the essentials. ZenBusiness will prepare and submit your articles of organization, provide a registered agent for one year, and create an operating agreement template. Plus, it offers ongoing compliance support to keep your LLC in good standing.
- LegalZoom: As a well-known legal services provider, LegalZoom offers comprehensive packages. You’ll get a business name check, articles of organization preparation and filing, and a customizable operating agreement. It also offers additional services like obtaining an EIN and license research.
- Northwest Registered Agent: Known for its stellar customer support, Northwest Registered Agent offers a team of knowledgeable staff ready to answer your business questions. It provides free legal forms and a user-friendly online dashboard to manage your LLC or C corporation documents. They’ll handle your entire formation process and act as a registered agent for your business.
File your articles of organization based on your state requirements
Ready to file your articles of organization? Here are a few final tips to keep in mind:
- While it’s not required to hire an attorney to file your articles, a lawyer licensed in your place of business will have a good understanding of any unique local requirements.
- Remember that articles of organization don’t serve as a business license. You’ll need to apply for licenses separately.
- Articles of organization are public record in all states. Be mindful of this, and avoid including any information you don’t want to be publicly available.
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Articles of organization FAQ
What do articles of organization do?
Articles of organization create a public record of your business information with your state’s officials. Think of them like your LLC’s birth certificate.
How do you write articles of organization?
Articles of organization are formal documents used to form an LLC in the United States. You’ll need to file them with your state government to legally establish your LLC. The document includes key information about your business, such as its name, purpose, and members. It also lists your LLC’s registered agent’s name and address. Remember, you must write your articles in accordance with your state’s specific laws.
Do I need articles of organization?
If you’re planning to form an LLC in your state, then yes, you need articles of organization (or your state’s equivalent) on file. It’s a crucial step in making your business official.
Can my articles of organization be rejected?
Yes, your articles of organization can be rejected. Common reasons include not following the proper filing process, filling out information incorrectly, or choosing a business name that’s already taken. Double-check everything before submitting to avoid delays.
What happens after I file my articles of organization?
If approved, your business will be established as a separate legal entity. This is a key step in legally forming your LLC. However, there are still a few more tasks to complete before you can start operations:
- Create your operating agreement
- Get an EIN (employer identification number)
- Open a business bank account
- Obtain necessary business licenses
Where do you file articles of organization?
Most states require you to file articles of organization with your secretary of state’s office. Depending on your state’s requirements, you can usually do this either online or by mail. Check your state’s requirements for the most up-to-date information.
