In order to file an LLC, you'll need to create articles of organization or a similar document of a different title. This simple document lays out basic information about your LLC. Filing it with the appropriate state office makes your LLC an official entity. Different states vary in how they refer to the document and the office where it will be filed. Reference the How to Start an LLC article for your state that appears later in this article for more state specific information.
What Are Articles of Organization?
If you are planning on starting an LLC, all states will require you to file an article of organization with the secretary of state and pay a filing fee.
The articles of organization outline basic details about your company. Once filed with the state, the LLC becomes official. The articles of organization essentially act as a birth certificate for the LLC.
Each state has different requirements for what's needed, but the most common information includes:
- Company name
- Description of the company
- Mailing address
- Name and address of the registered (or statutory) agent
- Information about company owners, managers, and officers
The secretary of state will review the articles and may reject them. Articles that get rejected are usually not approved due to issues with the LLC's suggested name.
Depending on the secretary of state office, it may take several weeks to get a response, but most states offer an expedited option. Once these articles are approved and filed, the LLC becomes a legal business entity.
How to File Articles of Organization
To begin filing LLC articles of organization, you'll need to have information about your company on hand. Here is a basic breakdown of the steps to file articles of organization for your LLC.
Step 1: Visit the Secretary of State Website
Your Secretary of State's website should outline the requirements for filing articles of organization. Information to look out for includes:
- LLC articles of organization form
- Whether or not you can file the form online
- The filing cost—depending on the state, the prices are typically between $50 and $150, but could be much higher depending on your state.
Step 2: Gather Your Information
Before filing, gather the information you'll need. Here is a list of some of the information that most states will require you to have before you're able to file:
- LLC name: You'll have to already have a name for your LLC. If you haven't chosen a name for your LLC yet, now is the time. You'll need one to register your LLC.
- LLC address: You'll need to provide a physical address of your LLC. In some states, an actual street address may be required over a PO box. The Secretary of State website will help you understand address requirements for your state.
- Registered agent: A registered agent is someone you designate to receive the legal paperwork for your business, such as service of process notices, government correspondence, and compliance-related documents
Step 3: Prepare to Answer Questions
Before you can complete your LLC articles of organization application, your state will require you to submit additional information, such as operational and organizational details. Here are some examples of what your state may ask you:
- LLC Purpose: Some states may want you to state the purpose of your LLC. For example, some LLCs must enter a single professional purpose when filing, such as accounting services or law practice.
- LLC Manager: Will a manager or group of members manage the LLC? This is something you need to be prepared to answer. Member-managed LLCs usually have fewer members and are involved in the day-to-day operations. Manager-managed LLCs sometimes have a larger number of members who aren't involved in day-to-day management.
- Members: In some states, you need to provide information about the initial members of the LLC, such as addresses and names. Additionally, there is no max amount of members to include in your list.
Step 4: Submit the Form
Once you've provided the necessary information, you'll need to submit your LLC articles of organization for approval. Depending on how your state lets you file, you can either send your paperwork in the mail with a check payment or file it electronically.
Tip: Double-check and make sure your articles of organization are signed—it must be done by the authorized representative of the LLC.
What To Do After Filing
After you've filed your LLC, there are some other documents and actions you should consider taking:
Step 1: Get an EIN
An EIN, or an employer identification number, is a nine-digit number given to a company from the IRS for purposes of identification. This can also be called a federal employer identification number or a federal tax identification number.
An EIN is required to open a business banking account, obtain a business license, or file a business tax return.
Step 2: Form an Operating Agreement
To ensure your LLC operates smoothly, you need to create an operating agreement. This agreement outlines your business's functional and financial decisions including regulations, rules, and provisions.
The operating agreement should outline things like member responsibilities and roles, member titles, and contributions.
Step 3: Open a Bank Account
Now that you have LLC designation, you can open an LLC bank account. Utilizing a business account for your LLC is more manageable than using your personal one because all of your business expenses can be found in one place. Deposit any member contributions for proper tracking. Opening a bank account for your LLC is also the first step to establishing business credit.
Step 4: Get a Business License
Depending on the type of business you are opening and your state's regulations, you may need a business license. This license will ensure you comply with all state, county, and local laws. You'll need to reach out to your city's licensing authority to obtain an application, or it may also be available online.
Step 5: File for an Annual Report
In many states, you must file an annual report for your LLC. Filing this report keeps your company compliant with all state regulations and in good standing to preserve your limited liability protection and other benefits.
How to File by State
While most states are similar, every state has its own rules and procedures for creating an LLC and articles of organization. Pick your state below to find out how to start an LLC and file your articles of organization.
State Requirement Cheat Sheet
Here's a breakdown of some special circumstances that are required in each state:
- Alabama: In Alabama, you must file an Alabama Business Privilege Tax with the Alabama Department of Revenue.
- Alaska: Alaska requires a NAICS (North American Industry Classification System) code.
- Arizona: The processing time for documents is between six to nine working days in Arizona.
- Arkansas: In Arkansas, you must pay a minimum $150 tax to the Arkansas Secretary of State each year.
- California: You must pay a franchise tax fee in California.
- Colorado: In Colorado, you must file a periodic report (also known as an annual report) with the Colorado Secretary of State each year.
- Connecticut: Connecticut LLCs must pay a biennial Business Entity Tax during years ending in an odd number.
- Delaware: You must pay an entity tax in Delaware.
- District of Columbia: Filers must submit a report biannually with the Department of Consumer and Regulatory Affairs.
- Florida: The processing time in Florida is usually between 2 to 14 business days.
- Georgia: You must create your own articles of organization on white 8.5-by-11-inch paper, following a template found in the filing procedures manual in Georgia.
- Hawaii: LLC naming requirements are not as strict in Hawaii. The LLC name must be distinguishable from other LLCs.
- Idaho: In Idaho, you aren't required to have an operating agreement to officially form an LLC.
- Illinois: Filers in Illinois must register with the Illinois Department of Revenue.
- Indiana: An LLC name in Indiana may be reserved for up to 120 days.
- Iowa: You must file a certificate of organization with the Secretary of State in Iowa.
- Kansas: LLCs in Kansas can abbreviate "limited liability company" or "limited company" as "LLC", "L.L.C.", "LC", or "L.C."
- Kentucky: Kentucky LLCs must contain the words "limited liability company" or "limited company" at the end of the LLC name.
- Louisiana: In Louisiana, you're required to appoint a registered agent for your LLC.
- Maine: Your registered agent in Maine can be a person or a corporation, as long as the registered agent is a resident of (person) or is located in (company) Maine.
- Maryland: To form a Maryland LLC, file the articles of organization with the Maryland Department of Assessments and Taxation.
- Massachusetts: File a certificate of organization with the Massachusetts Secretary of the Commonwealth to begin LLC formation.
- Michigan: In Michigan, you can create an LLC for any legal or non-prohibited activity.
- Minnesota: Minnesota requires you to establish a registered office for your LLC. The location must be in the state of Minnesota.
- Mississippi: You must file a certificate of formation with the Secretary of State in Mississippi.
- Missouri: Restricted words (like "Attorney" or "Bank") cannot appear in your LLC name unless granted prior approval, likely requiring a licensed individual (such as a lawyer or analyst) to be part of your LLC.
- Montana: In Montana, there is an additional filing fee to register an assumed business name (or DBA) with the state.
- Nebraska: In Nebraska, all owners of newly formed businesses must publish a notice of formation in one newspaper for three consecutive weeks.
- Nevada: Your Nevada LLC's name must be distinguishable from any other established company in the state (excluding sole proprietorships or partnerships in some cases).
- New Hampshire: In New Hampshire, an operating agreement is not required for your LLC, but it's a good idea to have one.
- New Jersey: File a certificate of formation with the State of New Jersey (not the Secretary of State) to begin LLC formation.
- New Mexico: In New Mexico, you're required to decide if your LLC will be member-managed or manager-managed.
- New York: In New York, you're required to fill out the DOS-1336 Form.
- North Carolina: You don't need to file your operating agreement with the state of North Carolina, but you should keep it as an internal document for reference.
- North Dakota: In North Dakota, your LLC name must not resemble the name of another LLC, corporation, or limited partnership.
- Ohio: Ohio requires you to appoint a statutory agent (also called a registered agent in other states) for your LLC.
- Oklahoma: Oklahoma LLCs must include the words "limited liability company" (or an abbreviation) in the name.
- Oregon: To start an LLC in Oregon, you must file articles of organization with the Oregon Secretary of State, either online or by mail.
- Pennsylvania: Before forming your LLC, you can reserve an available name for your LLC for up to 120 days in Pennsylvania.
- Rhode Island: In Rhode Island, you must decide whether your LLC is member-managed or manager-managed before filing.
- South Carolina: In South Carolina, you're required to list your registered agent and your registered office.
- South Dakota: An operating agreement isn't required to file your LLC in South Dakota, but it's a good idea to have one.
- Tennessee: An LLC in Tennessee can use a name that isn't distinguishable from an existing company name in certain cases.
- Texas: LLCs in Texas can be treated as corporations, limited liability partnerships, or single-member LLCs and are subject to federal income tax classifications.
- Utah: The state filing cost is paid to the State of Utah, rather than the Secretary of State.
- Vermont: You must file form LLC-1(D), or your articles of organization, with the Vermont Secretary of State to file your LLC.
- Virginia: The Virginia State Corporate Commission receives filing documents for all Virginia LLCs.
- Washington: All LLCs must obtain a business license through the Washington State Department of Revenue.
- West Virginia: West Virginia businesses must register with the state tax department and pay the requisite fee before commencing business activities in the state.
- Wisconsin: To launch a Wisconsin LLC, you must file your articles of organization with the Wisconsin Department of Financial Institutions.
- Wyoming: Wyoming LLC names can resemble names of other LLCs or corporations in the state only in certain cases.
LLC Articles of Organization FAQ
Ready to start filing? Here are some important questions and answers to keep in mind when completing your LLC articles of organization:
Do I need an attorney to file Articles of Organization?
An attorney is not required and you can file articles of organization by yourself. However, each state has different rules and regulations for filing. Thus, a business attorney may be able to help you navigate the process and help you better understand and prepare.
Do Articles of Organization serve as a business license?
LLC articles of organization are not the same as a business license—this must be obtained separately and requires a different process.
Do I need to register my business name?
If you are filing articles of organization, you don't need to register your business name. Registering your LLC in the articles of organization also serves as registering your business name.
Do I need other forms to file Articles of Organization?
This depends on the state you're filing in. Some states will require other forms, such as a docketing statement or an initial list of managers or managing members. Check with your specific state to see if there are additional forms that are required.
Are Articles of Organization on public record?
Articles of organization are public records if they're filed with the state. If you're starting a company, ensure you're aware of this so that you don't unknowingly reveal confidential information.
LLC Articles of Organization Checklist
Ready to complete your articles of organization form for your new LLC? Follow this checklist below to ensure you have everything you need to file:
If you're ready to get your company running, articles of organization are a required step to reach that goal. With this guide and breakdown by state, filing your LLC articles of organization will become easier to navigate. Be sure to choose LegalZoom as your registered agent for your business.
