Articles of Operation LLC: Everything You Need to Know
Articles of operation LLC protect the legal rights and outline responsibilities for a limited liability company.3 min read
2. What Are the Articles of Organization?
3. What Is Included in the Articles of Organization?
4. Writing the Articles of Organization
Articles of operation LLC protect the legal rights and outline responsibilities for a limited liability company. An LLC's articles of operation also delineate its business operations. Although it's important for an LLC to establish articles of operation, it isn't a legal requirement. Unlike the articles of organization, which establishes the LLC, the operating agreement lists the owners, managers, plans for distributing profits, and guidelines for resolving future disputes. While a single-member LLC doesn't necessarily need articles of operation, this document is essential for multiple-member LLCs.
LLC Operating Agreement Basics
The articles of operation should be established when you want to define your LLC's business terms. This document is sometimes called an operating agreement, operations agreement, LLC bylaws, or setup agreement. Unlike corporations, LLCs have flexibility in managing their business operations. The operating agreement for your LLC should define and outline the following terms:
- The purpose of the LLC and the details of its products or services
- Your LLC's physical location and phone number
- The name of each member and his or her role in the LLC, including funding percentage and day-to-day responsibilities
- The share of the LLC owned by each member, which does not necessarily need to correspond to funding percentages
- An indication of the person responsible for keeping the business's books and distributing profits, who should also have check-writing privileges
- An indication of the beginning and end of the fiscal year
- Accounting procedures and defined intervals for financial review
- A procedure for member withdrawal
- A procedure for LLC dissolution
- Whether remaining members will purchase the stock of a departing member
- Whether a departing member will be replaced
What Are the Articles of Organization?
The articles of organization for an LLC serve to register its existence with the state and provide basic information about the company. This document is typically filed with the Secretary of State office in the state where your LLC will do business. Once the state approves, the LLC is authorized to conduct business in the state.
What Is Included in the Articles of Organization?
Most states require the articles of organization for a new LLC to include the following:
- The name of the LLC and the address of its primary business location
- The type of business the LLC will engage in
- The name and contact information of the registered agent for the LLC
- The names of all members and managers
The articles of organization also indicate the LLC's organizer, who must also sign this document before filing it with the state. Any indicated managers must sign the articles as well.
The LLC's registered agent is a representative who is designated to accept legal documents on behalf of the company. In some states, you can authorize the Secretary of State's office to act as the registered agent.
Writing the Articles of Organization
The LLC articles of organization are fairly straightforward and can be completed independently or with the help of a business attorney. In fact, some states, including Ohio, California, and Florida, provide a template you can simply complete. You'll need to submit the articles of organization to the Secretary of State office and pay the filing fee, which varies by state. Preparing the articles of organization provides your business the foundation for success by complying with the LLC requirements of your state.
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