Articles of Organization are official documents that business owners must file with the state to open a limited liability company or LLC. The documents, which can usually be found on the state website, ask for basic business information so state business officials are aware of your company’s purpose, location, and who to reach out to if needed.
Filing Articles of Organization is quick and easy to do, but it’s important to know what information you’ll need to provide and how the process works. This guide should help answer your questions.
What information is needed to fill out Articles of Organization?
Every state has its own filing requirements, but in general, you’ll provide the following:
- Business name
- Business address
- Business phone number
- Business purpose
- Effective date (when the business will open)
- Name and address of the company’s registered agent
- List of LLC members and managers
- Whether your LLC is manager-managed or member-managed
What’s a registered agent?
A registered agent is your company’s point of contact. This person holds an important role as he or she will receive formal documents for the company, including tax notices or legal documents, like service of process papers that are filed during a lawsuit.
A company owner can serve as a registered agent, or you can select another adult to fill this role. However, in most states, a registered agent must be:
- At least 18 years old
- Have a physical street address (not a P.O. box)
- Be at the address during normal business hours
- Be willing and able to collect notices and ensure the information is given to the owner or the executive team
If you don’t want to select a person, you can pay a company to do it. ZenBusiness and Bizee, for example, can serve as your company’s registered agent for a small annual fee. For business owners who are on-the-go or want peace of mind knowing that there is always someone available, hiring a registered agent company can be ideal.
Registered agent services will accept official documents for you and upload them into a private portal that the owner has access to.
Read more: What is a Registered Agent?
How do you file Articles of Organization?
When you’re ready to register the LLC with the state, you need to find and file Articles of Organization, which is also called a Certificate of Formation or Certificate of Organization. To file these formation documents, you will:
1. Think of a business name
Before you file any paperwork, your business needs a name. A good business name should be relevant to your company, easy to say, and “sticky,” meaning it’s easy to remember. You can use a name generator to help, but it’s best to create a list of 3-5 business names.
2. Check on name availability
In most states, no two businesses can have the same name. When you have names in mind, you need to check the state’s business directory to see if the name you like is already in use. If it is, you can’t use it. You can’t alter the name by making it plural, either. Names must be distinguishable from one another.
You can find a business name directory on the state website, often on the Secretary of State’s website.
If the name you want is already taken, check the next name on your list, which is why it’s best to generate a handful of names, not just one.
If it’s not listed in the directory, the business name is available.
It’s a good idea to see if a matching domain name and social media handles are available too. Ideally, your business name and your website URL are the same or very close. It’s best to know if the domain and social media handles are available before you register the name with the state.
3. Understand state naming rules
Each state has its own set of naming rules when it comes to picking a business name. Usually, most states ask that you:
- Don’t mislead customers with your business name
- Stay away from any terms that could confuse your business with a government entity
Some business names may require additional review. For example, if you offer legal services or plan to open a bank, you may be asked to provide qualifications.
You’ll find naming rules on the Secretary of State’s website or the agency that governs business formations.
4. Fill out and submit the Articles of Organization
In most states, the Secretary of State or Department of State handles Articles of Organization. If you can’t find them there, run a Google search to see which agency handles them. In Alaska, for example, you file the documents with the Alaska Department of Commerce.
More than likely, you can fill out the documents online and submit them. The whole process takes about ten minutes, provided you have all the information you need, including:
- Company name, address, and phone number
- Business purpose
- Effective date
- Name and address of the company’s registered agent
- List of LLC members and managers
- Whether your LLC is manager-managed or member-managed
Once complete, you’ll review the information you provided and submit them.
In some states, you may be able to print the documents and either deliver them in person or mail them, but most agencies prefer online submissions.
5. Pay the filing fee
When you file LLC Articles of Organization, expect to pay a filing fee. The fee ranges from $40-$500, but the average is around $100.
The three most expensive states are Massachusetts, which charges $500, and Tennessee and Texas, which charge a $300 filing fee.
Before you can submit Articles of Organization, you need to pay the filing fee.
6. Wait for approval
State officials will review your application and send you an email when it’s approved. Wait times usually depend on how busy the department is, but the average wait time is about a week. Once approved, you have officially started a business.
If rejected, you have the ability to make updates. The most common reason for rejection is picking a name that’s already in use. You’ll be asked to pick another name and re-file.
Upon approval, your Articles of Organization become public record.
7. Publish a notice, if required
In three states, Arizona, Nebraska, and New York, the state requires you to publish the company’s formation in the local newspaper. In the notice, you should provide the LLC name, address of the LLC, and agent name.
Filing Articles of Organization by state
Interested in the rules for your state? Here’s a state-by-state breakdown to get you started:
In Alabama, the process to register an LLC uses a Certificate of Formation. The form can be filed online through the Secretary of State, or it can be mailed to their offices. If you choose to use a mail-in option, you’ll need to mail the Name Reservation Request for Domestic Entities two weeks in advance. Both methods have a $200 filing fee.
Articles of Organization can be submitted online or mailed to the Alaska Department of Commerce, Community, and Economic Development. Expect to pay the $250 filing fee in both cases and to wait 10 to 15 business days before everything is processed.
The Arizona Corporation Commission manages all Articles of Organization submissions. Their online service portal allows for the forms to be completed, or you can download the form and mail it to the Corporations Division by mail or in person. There is a requirement to include a cover sheet for any paper filings. The filing fee is $50.
An Arkansas Certificate of Organization for Domestic LLC can be filed online through the Secretary of State’s office, or sent by mail and in-person delivery to the office. The cost for filing is $50. Arkansas has a relatively fast turnaround time, with most forms processed within two business days.
To file Articles of Organization Online, California allows for online filing, which has a $70 filing fee and processing times of less than a week. You can also mail the form or deliver it in person to the Sacramento office, though the filing fee is higher at $85, and processing can take multiple weeks.
Colorado does not allow any in-person or mail filings for the LLC formation process. Instead, you will need to choose the “Limited liability company (LLC)” option through their Secretary of State website and file the form. Once you pay the $50 fee, the processing should be immediate.
To file your Certificate of Organization online, you first need to make an account on the CT.gov website. You can then follow their process to start a business. If you prefer, you can download a PDF of the Certificate of Organization and turn it in via mail or in person. For all methods, the filing fee is $120.
You will need to begin by downloading the Certificate of Formation PDF from the Delaware Department of State. You can then either mail it to the offices or create a Delaware One Stop account to complete the process online. The filing fee is $90, though you may pay an additional fee to expedite the 10 to 15-day turnaround time.
If you choose to download and mail in your Articles of Organization, it can be found on the Florida Sunbiz website. It can then be mailed to the New Filing Section of the Division of Corporations. You can also file completely online. The filing fee is $125, and turnaround time can vary based on demand.
The Georgia Articles of Organization can be filed both online or submitted via mail – there is no option for in-person delivery In both cases, you will also need to complete and include the Transmittal Information Form and a $90 filing fee.
In Hawaii, the Department of Commerce and Consumer Affairs is responsible for new LLC formation. You can choose to use their online option via Hawaii Business Express or simply download the form and mail it to the department. The filing fee is $50, and you will be charged an additional $1 archive fee.
To file your Idaho Certificate of Organization, you will need to go through the Secretary of State. Their website allows you to complete the process online for a $100 filing fee. For an additional $20, you can complete a hard copy filing via mail. While processing time is between 7 and 10 days, you can pay an expediting fee for a one-day turnaround.
Illinois offers two options for filing your Articles of Organization. You can file online or download a PDF version of the forms and then mail them to the Illinois Secretary of State. Both methods have a $150 filing fee and a 10-day turnaround time or a 24-hour turnaround for additional costs.
If you create an account on the Indiana Secretary of State’s Business Services website, you can easily complete the Articles of Organization there for a $95 fee. To file by mail, you can download the Articles of Organization PDF and mail it to the office. This option costs slightly more at $100.
Through the Iowa Fast Track Filing portal, you can easily complete and submit a Certificate of Organization and pay the $50 filing fee online. If you prefer, you can draft and submit your documents and submit them via mail or fax along with the fee.
The Kansas Secretary of State’s website has a PDF version of their Articles of Organization that you can mail to the office alongside a $165 filing fee. If you prefer to file online, you can create an account with the Secretary of State, file your forms, and pay the $160 fee.
Kentucky allows you to register a new business online through the Secretary of State’s office, but you will need to create an account first. Alternatively, you can download and complete the Articles of Organization PDF, then mail a physical copy to the Secretary of State. In both instances, the filing fee is $40.
To complete an LLC registration in Louisiana, you will submit both a Transmittal Information form and an Articles of Organization. You can print these and mail them in or complete them via the Secretary of State’s website. The filing fee in Louisiana is $100.
Maine does not provide an option for filing a Certificate of Formation online. Instead, you will need to download the Certificate of Formation, fill it out, and mail it to the Secretary of State. You must also include the $175 filing fee, and expect 5 to 10 business days for processing.
In Maryland, the Department of Assessments and Taxation is responsible for accepting Articles of Organization. They accept these forms both online and via mail for a $100 filing fee plus $20 for a Certificate of Status. Turnaround time is 4 to 6 weeks but can be expedited at additional cost.
You can choose to complete a Certificate of Organization online through the Massachusetts Secretary of the Commonwealth website or mail the forms into the office. The filing cost is $500, and the turnaround time is usually only a few days.
Through the Michigan Corporations division, you can file an Articles of Organization in the state. If you choose to print and mail the forms, they can be sent to the Michigan Department of Licensing and Regulatory Affairs Corporations, Securities, and Commercial Licensing Bureau – Corporation Division. The filing fee is $50.
In Minnesota, Articles of Organization can be filed online through the Secretary of State for a $155 filing fee, with a 3 to 5 business-day turnaround time. If you choose to mail in the forms, they are processed first-in-first-out and cost $135. You can also deliver the forms in person for same-day processing at $155.
Mississippi requires that all Certificates of Formation are submitted online through the Secretary’s of State Business Services website. You will need to fill out the forms and provide the $50 filing fee. The expected turnaround time is usually one to two business days.
Through the Missouri Secretary of State, you can choose to create an LLC online for a $50 filing fee. If you prefer to download, print, and mail the forms, you can also do that. The fee for submitting a hard copy in Missouri is $105, and it must be done by mail, with no option for fax or drop off.
Montana mandates that all Articles of Organization are filed online with an ePass Montana account. Through the SOS Online Business Services Page, you will be able to file the appropriate forms and pay the $70 filing fee, as well as any additional fees for things like using an assumed business name.
A Nebraska Certificate of Organization can be filed both online through the Secretary of State or mailed directly to their office. The filing fee online is $100, and by mail is $110. Keep in mind that you will also need to publish notice of your filing in a local newspaper for three weeks before the articles can be approved.
If you have created an account through Nevada’s SilverFlume Business Portal, you will be able to file your Articles of Organization through the website. You can also access the forms online and submit them to the Secretary of State. You’ll pay $25 upfront, which represents $75 for the Articles of Organization, $150 for the Initial List, and $200 for a Business License fee.
The Certificate of Formation in New Hampshire will need to be filed with the State Corporation Commission. This process can be completed through the New Hampshire Quickstart website, which allows you to fill out the forms online or by printing and mailing in the documents. There is a $100 filing fee.
A New Jersey Certificate of Formation can be filed with the State of New Jersey both online and by mail, along with a $125 filing fee. At the time of submission, you will also need to complete a business/tax registration.
The New Mexico Secretary of State only accepts Articles of Organization via their online portal, where you can complete all necessary forms. This includes uploading a signed Statement of Acceptance and paying the $50 filing fee at the time of submission. Turnaround time is then 1 to 3 business days.
You can complete the Articles of Organization online through the New York Department of State, or print the forms and mail them to the same department. The filing cost in both instances is $100, but online submissions are processed in real-time, while mail filings can take 7 business days.
To submit your Articles of Organization, you will first need to print out the document and complete the required fields. You can then choose to upload the document to the Secretary of State’s website, mail it in, or deliver it by hand to the Raleigh office. The filing fee is $125 in all cases.
After creating an account with the North Dakota Secretary of State’s website, you will be able to download the Articles of Organization. You can then choose to complete the form and submit it online or to print them and mail them to the office. The filing fee is $135, and processing can take up to four weeks.
The Ohio Secretary of State allows for Articles of Organization to be submitted both online or by printing the forms and mailing them to their office. The standard fee is $99 with a 3 to 7-business-day turnaround, but additional fees can expedite the process.
The Oklahoma Secretary of State manages all submissions and processing of Articles of Organization. This can be done both through their website or by printing the forms and mailing them to their Oklahoma City office, along with the $100 fee.
Articles of Organization can be filed online through the Oregon Secretary of State’s office or printed and mailed to the Corporation Division of the department. The fee for both is $100, but online submissions are processed within an hour, while mail submissions can take a week or more.
A Certificate of Organization in Pennsylvania will need to be submitted to the Department of State, either through the PA Business One-Stop Hub or by mailing the forms into the office. You will also need to complete a Docketing Statement at the same time, as well as submitting the $125 filing fee.
In Rhode Island, you can submit Articles of Organization both online through the Secretary of State’s website or by mailing the physical forms to the Division of Business Services in Providence. The fee is $150 for both methods of filing.
Articles of Organization can be filed online using the South Carolina Secretary of State’s website and by creating a new LLC or by mailing the forms to the office. The filing cost is $110, with online filings being processed within 24 hours.
You can choose to download the South Dakota Articles of Organization, print them, and mail them to the Secretary of State for a $165 paper filing fee. If you prefer to file online, the fee is $150, and this can be completed through the online services portion of the department’s website.
In Tennessee, Articles of Organization should be filed with the Secretary of State, either by mail or through their online services portal. The filing cost is $50 per member, with a minimum of $300 and a maximum of $3,000.
To file a Certificate of Formation in Texas, you can create an account on the Secretary of State website or print the forms out for paper filing. The fee to file is $300, and the turnaround time is three business days online, and variable longer times by mail.
Utah’s One Stop Business Registration allows you to file a Certificate of Organization online, or you can choose to mail forms to the Department of Commerce. The fee is $70 for completing the filing in both manners and processing time can range from 3 to 10 business days.
The Vermont Corporations Division has the option to file an Articles of Organization online through their online services platform, which has a turnaround time of less than one business day. Forms can also be delivered by mail or in person with a 7 to 10-day processing time. Both methods have a fee of $125.
The Virginia State Corporation Commission is responsible for all Articles of Organization filings, which can be done through their eFile express website or by uploading a PDF of the forms. You can also bring the forms to the office in person or have them mailed. The cost is $100, though online filings are much faster.
With an account on the Washington Corporations and Charities System, you can easily submit a Certificate of Formation for your business and pay the $200 filing fee. You can also download and mail the forms to the Washington Corporations Division or submit them in person for $180.
West Virginia’s One Stop Business Portal makes it easy to fill out the required information online to complete your Articles of Organization. If you prefer, you can also download the forms and mail them to one of three Business Service Centers throughout the state or submit them in person. The cost is a non-refundable $100.
The Wisconsin Department of Financial Institutions offers online services, including filing Articles of Organization with a fee of $30. If you prefer to download the forms and mail them in, the cost will be $170.
Articles of Organization can be filed online through the Wyoming Secretary of State’s office, which costs $102. The fee is $100 to download the forms and mail them to the office in Cheyenne, which takes 3 to 5 business days for processing.
What to do after filing Articles of Organization
With your business entity registered and approved by the state, there are a few more steps you should take to ensure operations run smoothly. Here’s a to-do list to consider before you start selling products or reaching out to customers.
1. Get an EIN
As an LLC, you’ll need an EIN or an employer identification number, which is issued by the IRS. It’s a nine-digit number, similar to a social security number, that’s used for tax identification.
You will need an EIN to open business bank accounts, pay taxes, hire employees, or apply for a loan.
You can get the EIN on the IRS website. Simply fill out a few questions, and you’ll receive the number instantly. You’ll use this number for the life of your business.
2. Open business bank accounts
Before you make any sales, consider opening a business checking and savings account. It’s best practice to keep your business finances separate from your personal finances. You’ll need an EIN to open these accounts.
When it’s time to file taxes, you need to easily separate the income you generated from your business from other revenue streams. Business expenses should be separate too. To ensure precise tracking, consider using business accounting software like Quickbooks or FreshBooks could help.
A business credit card could be beneficial, too, and can help you establish credit as a business.
3. Create an operating agreement
An operating agreement outlines how your business will run. It explores its daily operations, who’s in charge, and how to handle certain situations, like what to do if an owner wants to leave the company. More specifically, it includes:
- Percentage of members’ ownership
- Voting rights and responsibilities
- Powers and duties of managers and operators
- Distribution of profits and losses
- Buyout rules
An operating agreement is not required to start an LLC, but it is best practice. This document protects your limited liability status and clarifies verbal agreements.
You can ask an attorney to draw up an operating agreement for your business, or you can find templates online to get you started.
4. Get business licenses
Your small business may need a license to operate. To start, see if your state requires all companies to have a general business license, and then dig into licenses that are for specific occupations. Start by researching the state website, but don’t overlook county and city licensing requirements.
Call your city clerk or county clerk to see if there are any license requirements in your area. If you need a license on the county or city level, you may need to visit your local government building to obtain the proper requirements and applications.
5. File an annual report
Your business will likely need to file an annual report with the state. While there are a handful of states that don’t require this, most have either an annual report or a bi-annual report. To file this report, you basically update your Articles of Organization and pay a filing fee.
If, for example, your business address has changed or you’d like to change your registered agent, you can do so on your annual report. Like Articles of Organization, you’ll utilize online filing to submit it to your state office.
If your state requires annual reports, you must comply. Failure to file this yearly document could hurt your “good standing” status with the state. You may face financial penalties, and if it’s ignored long-term, the state can dissolve your business.
If you’re worried that you won’t remember to file an annual report, you can task a business formation company with the chore. The same companies that offer registered agent services can also file reports for your company to keep you in compliance.
An LLC gives you several perks that other business types don’t. The main perk is limited liability protection. If the business has legal trouble or goes bankrupt, for example, your personal assets are kept separate and aren’t used to bail out the business.
Pick a name that describes your business, is memorable, and is easy to remember. Review the names of competitors and make sure your name is unique. Search you intended name on Google, too, to ensure the name isn’t associated with bad publicity.
Yes. As soon as the state approves your Articles of Organization, they’re a matter of public record. In other words, any member of the public can search for your business and find its address, purpose, and registered agent’s name and address.
No. Sole proprietors can run a business without filing any formal paperwork with the state. If you choose to set up an LLC, you must file Articles of Organization. Corporations must file something similar with the state, though it’s called Articles of Incorporation.
Usually, the owner files Articles of Organization, or an upper-level executive that’s appointed to work on behalf of the company.
Articles of Organization are formation documents for an LLC, while Articles of Incorporation are formation documents for a corporation. The information requested on these forms is often similar, which includes the business name, purpose, address, and registered agent.
Most agencies will not allow two businesses in the state to have the same name. Before you file Articles of Organization, check the business name directory to see if the name you want is taken. If you file with a name that’s already in use, the state will deny your application.
On average, it takes about a week for the state to approve your formation documents. Filing electronically is the fastest option. If denied, the state may ask for additional information and then re-evaluate your application.
The state does not require an LLC to have an operating agreement. However, most business experts say it’s wise to have one in place before reaching out to customers.
Yes. An EIN serves as your tax identification number. You need an EIN to conduct business too. For example, you can’t open bank accounts or hire employees without an EIN. You may need a state-issued EIN, too, to pay state taxes.
Failure to file an annual report comes with penalties. Usually, the first penalty is an increased fee. So, in addition to the regular filing fee, you’ll pay a late fee too. If you continue to ignore it, the state can dissolve your business.
A business formation company can help you set up your business. They can file your Article of Organization, serve as your registered agent, and file state-required reports throughout the year. Bizee and ZenBusiness are two choices.
There are certain fees associated with setting up an LLC that are non-negotiable. The filing fee associated with filing Articles of Organization, for example, is set by the state. As are the fees associated with annual reports.
If you need to update the information that you’ve provided on your Articles of Organization, you can file an amendment with the state or update the information when you file your annual report.