LLC Articles of Organization: What They Are and How to File

Articles of organization are part of a form that makes your business official. Read more for tips on how to file LLC articles of organization in your state.

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Anne Brennan

by Anne Brennan

Anne is a business writer and writing coach living in Cleveland. Her credits include the Chicago Tribune, Crain's New.

Allison DeSantis, J.D.

Legally reviewed by Allison DeSantis, J.D.

Allison is the Director of Product Counsel at LegalZoom, advising and providing leadership to internal teams on the d.

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Updated on: September 2, 2024 · 21 min read

To start a limited liability company or LLC, you'll need to create articles of organization. This important document lays out basic information about your LLC—like the name of your business entity and the purpose of your new business. File it with the appropriate state office to make your limited liability company an official registered business entity.

States vary in how they refer to these legal documents and the office where you will file them. Costs vary, too, according to state. Typical fees range from $50 to $250. This guide covers what LLC articles of organization are, how to file them, and important state information a small business owner should know to make an LLC official.

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What are articles of organization for an LLC?

Articles of organization, sometimes known as a certificate of organization or certificate of formation, is an important document that outlines basic details about your company, which is a legal entity. You must file this document with your state in order to officially establish a new business as an LLC. You can think of this as a birth certificate for your new business.

Depending on your Secretary of State's office, it can take a few business days or up to several weeks to get a response, but most states offer an expedited option. Once these articles are approved and filed, the limited liability company becomes a legal, registered business entity.

The Secretary of State will review the document, but there is a chance they may reject it. When it's not approved, it is usually due to issues with the LLC's suggested name, filing the wrong entity, or not following state-specific guidelines for filing.

You can usually fix incorrect articles of organization and resubmit them by filing an article of amendment, which details the specific changes to the information included in your article of organization.

What is the purpose of the articles of organization?

The purpose of this document is to establish details such as the powers, duties, and obligations of your LLC at a state government level.

Each state has different requirements for what's needed, but the most common information for a new business includes:

Do you need articles of organization for an LLC?

Yes. If you are planning to start an LLC, you are required to file an article of organization with the Secretary of State and pay a filing fee—no matter what state you reside in.

Articles of incorporation vs. articles of organization

Articles of organization and articles of incorporation often get used interchangeably. Although they have the same purpose of outlining the details of your business, there is one key difference.

Articles of organization are for businesses interested in forming an LLC.

Articles of incorporation are for businesses interested in forming a corporation.

However, some states may use one name for all business structures or a different name. Make sure to check your state's rules to see if there are specific filing guidelines for separate business entities.

How to file articles of organization in 4 simple steps

To begin filing articles of organization, you'll need to have basic information about your new business on hand. Here is a basic breakdown of what you need to file for your LLC.

1. Visit your Secretary of State website

Your Secretary of State's website should outline the requirements for filing articles of organization. Information to look for includes:

2. Gather your information

Before filing, make sure to gather all of the basic information you'll need to file. Here is a list of some of the important information that most states will require you to have:

3. Prepare additional information

Before you can complete your LLC's 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 a business owner besides the same basic information you provided:

4. Submit the form

Once you provide 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 document is signed—it must be done by the authorized representative of the LLC.

If required: Publish a notice

Arizona, Nebraska, and New York require LLCs to publish a notice of formation in their local newspaper. Each state may have different publishing requirements, but your notice should typically include:

5 steps to take after filing

After you file your LLC articles of organization and they've been approved, there are some other legal documents and actions you should consider. Here are five things you'll want to make sure you complete after filing:

1. Get an EIN

An EIN, or an employer identification number, is a nine-digit number given to a company by the IRS for purposes of identification. An EIN is also known as a federal employer identification number or a federal tax identification number.

EINs are essentially Social Security numbers for your business and are usually required to open a business bank account, obtain a business license, or file a business tax return.

2. Create an LLC operating agreement

To ensure your LLC operates smoothly, you need to create an operating agreement. This agreement outlines your business' functional and financial decisions, including regulations, rules, and provisions. Agreements are important because they protect your business against personal and financial liabilities, trade secret sharing, and conflicts of interest.

The operating agreement should outline things like member responsibilities and roles, member titles, and contributions.

3. Open a bank account

Now that you have an LLC designation, you can open an LLC business bank account. Utilizing a business account for your LLC is more manageable than using your personal one because all your business expenses can be found in one place. It's important to maintain a separation between your personal and business finances to protect your personal assets from liability.

Your business accounts should only be used for business so you can properly check your business' financial records.

Opening a business bank account for your LLC is also the first step toward establishing business credit.

4. Get a business license

Depending on the type of business you are opening and your state laws, you may need a business license. Required business licenses 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.

5. File an annual report

In many states, you must file an annual report for your LLC with your state agency. Filing this report keeps your company compliant with all state agency regulations and in good standing to preserve your limited liability protection and other benefits. Liability protection means you are personally protected from the business's debts, for example.

Note: If you do business in more than one state, you may be required to file a report in each state.

Filing articles of organization by state

While most state laws require similar information when filing articles of organization, every state agency has its own filing requirements and different filing fees, processing times, and ways to submit. Here are some key state filing instructions to know before filing paperwork.

LLC articles of organization FAQ

Ready to start filing? Here are some important questions and answers.

Do I need to hire an attorney?

An attorney is not required, and you can file by yourself. Each state has different rules and regulations for filing, however. Thus, a business attorney may be able to help you navigate the process and help you better understand and prepare.

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.

What forms do I need to file?

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 state to see if there are additional forms that are required. Or follow the state-by-state guide above for more information.

How do you write articles of organization?

Writing articles of organization for an LLC is simple because most states have the form created and ready for you to fill out. This takes the hassle out of having to create it yourself.

All you'll need to do is download the form and fill in basic information, like your LLC's name, principal place of business, business mailing address, type of business, the purpose of business, and more. Make sure you're downloading your state's correct form, as some states may require additional basic information.

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 don't reveal confidential information.

What if I need to make changes in the future?

Common reasons to make changes include changing a small business name or registered agent. To do that, you must file articles of amendment, sometimes called a certificate of amendment or a certificate of change, with the state.

The articles of amendment document is simple to create. You will need:

  1. the business name as it appears in the articles
  2. the date of organization
  3. the information being changed, such as a new LLC name or a change of business address
  4. the exact text of the articles that the LLC is changing
  5. the name and address of the registered agent
  6. signature of the person authorized to sign off on all paperwork

Check with your state's filing office regarding the specific information and forms required.

How do LLCs pay taxes?

An LLC is commonly treated as a pass-through entity for federal income tax purposes. The LLC itself doesn’t pay taxes on business income. Instead, the LLC owners pay taxes on their share of the LLC’s profits.

Find out more about Starting Your LLC

This article is for informational purposes. This content is not legal advice, it is the expression of the author and has not been evaluated by LegalZoom for accuracy or changes in the law.

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