LLC Formation Documents: Everything You Need to Know
LLC Formation Documents are forms that you must file with your State to form your LLC.3 min read
2. Before Preparing Your Documents
3. How to File LLC Formation Documents
What Are LLC Formation Documents?
LLC Formation Documents are forms that you must file with your State to form your LLC. Every state has its own specific forms that you will need to use to create your LLC.
Other names for LLC Formation Documents include:
- Articles of organization
- Certificate of formation
- Certificate of organization
There may be additional documents you need to file depending on the state where you are forming your LLC.
Before Preparing Your Documents
When you're interested in creating a Limited Liability Company, it's important that you know the detailed information that you will need to include in your Formation Documents.
The first step in forming your LLC is choosing its name. The name that you choose for your LLC cannot be in use by another business. In addition to being unique, your LLC's name must include the identifier “L.L.C.” or “LLC." You can also use the full identifier “Limited Liability Company." Your state must provide final approval for your LLC name so that it can decide if your name is confusingly similar to the name of another company.
It is also important to create a business purpose, which is used to indicate why your LLC was formed and what goods or services it provides. Two clauses can be used for your business purpose:
- General: A general-purpose clause states your company will perform “all lawful business.”
- Specific: In certain states, you may need to provide a detailed explanation of the purpose of your LLC, listing all goods and services that it will provide.
You will either need to designate a registered agent for your LLC or hire a commercial registered agent.
Your registered agent will accept all legal documents sent to your business, including tax documents and information about lawsuits. An eligible registered agent will have a physical address in the state where your LLC operates and will offer normal business hours. A P.O. Box does not count as a physical address. It is common for a business to use a hired registered agent to make sure that vital documents are received securely and handled by a professional.
You will need to hire an organizer to make sure that your Formation Documents are prepared and filed correctly. Your organizer can be a person or a company, and you will need to include their address, name, and signature on any documents that they file.
Identifying your management structure is also an important part of forming your LLC. Potential management structures include:
- Member-managed: This structure is similar to the structure you would find in partnerships.
- Manager-managed: Similar to a corporation, this structure uses shareholders or owners that usually do not take part in a business's day-to-day operations.
If you choose member-managed, you will need to provide your state with the names and contact information of initial LLC members, and if your LLC will be manager-managed, you will need to list the names of all managers.
The following information should be included in your LLC Formation Documents:
- Effective date
- LLC name
- Name of your registered agent
- Office address
How to File LLC Formation Documents
There are two methods you could choose to file your LLC Formation Documents with the State.
First, you could send your Formation Documents by mail. However, if you want to register your LLC quicker, you can fill out and submit your Formation Documents online.
Usually, you will submit your Formation Documents with the Secretary of State in the state where your LLC will operate. However, if you are forming your LLC in a state such as Arizona, Florida, or New Jersey, your documents will need to be filed with a state agency other than the Secretary of State.
Regardless of the state in which you are filing, there will be a one-time LLC formation fee. Monthly fees are not required to form your LLC. The fee that you pay will depend on the state where your LLC is formed.
When submitting your Formation Documents by mail, you will pay your required fees with a check or money order, which will usually be made payable to the Secretary of State. LLCs that choose to submit their Formation Documents online can pay for their fees with a credit or debit card, which is a much more convenient and secure payment solution.
If you need help preparing and filing your LLC Formation Documents, you can post your legal needs on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.