1. What Are Articles of Incorporation?
2. What is the General Format of the Articles of Incorporation?
3. What Must be Included in the LLC’s Articles of Incorporation?

When forming an LLC, it is helpful to work off of an LLC Articles of Incorporation template when registering your business. Filing your business’s Articles of Incorporation is what officially registers your business as an LLC in any given state. Many state and non-state websites provide free templates for you to work off of.

What Are Articles of Incorporation?

Articles of Incorporation, sometimes referred to as “Certificate of Formation,” “Certificate of Organization,” “Articles for Limited Liability Company,” or “Articles of Organization,” is the document that a business must file in order to register as an LLC, or limited liability company, with the state. This filing puts the state and locality on notice that you intend to do business there.

Each state is different, but the majority of states require the Articles of Incorporation have some minimum basic information about the LLC in order to be valid. The Articles essentially act like the LLC’s charter. It is a relatively straightforward filing that allows a business owner to easily put together the information, even if the LLC does not have a comprehensive plan of business yet.

Once the Articles of Incorporation are filed and accepted, the LLC is now a legal entity ready to do business in the state. Many small and medium-sized businesses like the idea of forming an LLC because it provides the owner(s) with personal liability protection and shields personal assets from the LLC’s financial debt or legal liabilities.

What is the General Format of the Articles of Incorporation?

Typically, the LLC’s Articles of Incorporation will list a series of required steps which will explain what information is needed and required under state law. If you are working off of a template, the steps will generally be titled, “Article I,” “Article II,” and so on. At the bottom of the Articles of Incorporation, the owner(s) will need to provide their signature. Depending on which state you are registering your LLC, you might also need to get the document notarized or sign your name in front of a witness.

What Must be Included in the LLC’s Articles of Incorporation?

1. The name of the LLC

The most obvious requirement for the Articles of Incorporation is to provide the name of your LLC. In order to avoid having your Articles of Incorporation be rejected, you must first run a search through the state’s Secretary of State business name database to ensure that the name you choose is actually available. If another business with the same (or substantially similar) name already exists, you will not be able to use that name.

Once you have found a name that is available, many states require that you insert an identifying term at the end of the name. For an LLC, these identifier terms can include, “LLC,” “Ltd. Co.” “Limited Co.” or any other term that identifies it as an LLC. For example, if the name of the business was Three Little Pigs, the state will require the official name to be “Three Little Pigs, LLC.”

There are also certain identifying terms that the state will not allow an LLC to use, such as “Bank,” “Attorney,” or “University,” or any other term that might confuse the public.

2. The LLC’s purpose

The Articles of Incorporation must include a general statement of purpose. Note, the statement of purpose does not have to be specific, and something like “to engage in any lawful business for profit,” will usually suffice.

3. The duration of the LLC

Unless the LLC will last in perpetuity, the owner(s) must state the time period for which they want the LLC to last. Many states will automatically assume the LLC will last forever unless the owner(s) notes differently.

4. List the principal place of business

The principal place of business for an LLC is typically where the headquarters are. Headquarters are usually where the managers are and where the records are housed. If a person works out of their home, then the home can be listed as the principal place of business.

5. The name of the registered agent

Each state requires an LLC to designate a registered agent that sends and accepts legal documents on behalf of the LLC. A registered agent can be a person or another corporation, but it cannot be the LLC itself. It must also be a resident of the state where the LLC is registered.

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