If you want to form a limited liability company in the United States, you'll need to file your Articles of Organization with the Secretary of State of your state of formation.
In this article, we'll explain exactly what Articles of Organization are, why they are needed to form an LLC and how to file them correctly. Let's get started!
What are Articles of Organization?
Articles of Organization are a document that must be filed with the state agency responsible for business records in order to open an LLC.
The Articles of Organization include essential company details, such as the LLC's name, its address, the registered agent information, etc... Depending on the LLC's state of formation, the articles may include additional information, such as the names of the LLC's owners or managers, or its purpose.
In some states, this document is called a "Certificate of Formation" or "Certificate of Organization".
Why are Articles of Organization necessary?
Articles of Organization are necessary to provide a public record of the LLC's existence, its name and its contact details. They also establish the address for service of lawsuits and legal notices related to the company.
Once they are received and approved by the relevant state agency, it will send you a "Certificate of Organization", confirming that your LLC has been properly registered. From that moment on, your LLC is formally open and you can start enjoying the benefits of limited liability companies.
Get professional help to open your LLC
- U.S. business experts
- Legal and accounting team
- Free first consultation
Get your questions answered now
What do Articles of Organization include?
The Articles of Organization must include basic but essential information, most notably the following:
- Company name: in most states, the LLC's name must be unique and cannot match the name of another company already registered in that same state.
- Address: in some states, you must provide a U.S. mailing address. For foreign entrepreneurs, a viable option is to use a virtual address.
- Members' names: sometimes you must provide this information, including the members' residential addresses.
- Registered Agent: a Registered Agent is a person or entity authorized by the state to receive legal and tax notices on behalf of your LLC. It must be listed in the Articles of Organization.
- Business purpose: most states require you to describe the nature of your business. Some allow a general statement covering any lawful purpose, while others ask for a more detailed description of the products and services provided.
- Management structure: you may need to specify whether your LLC will be managed by its members or by appointed managers, depending on your state's requirements.
- Duration: limited liability companies generally have perpetual existence and operate indefinitely until they are dissolved. Otherwise, you can specify a set period during which the LLC will be active.
How do you file Articles of Organization?
Although it may seem difficult at first glance, filing your LLC's Articles of Organization is actually simple, since the process consists of just three steps:
1. Visit the relevant Secretary of State website
Go to the official website of the relevant Secretary of State, which will spell out the requirements for filing Articles of Organization. The information you should look for is:
- Articles of Organization forms.
- Whether they can be filed online.
- The cost, which usually ranges from $50 to $150.
- Any additional instructions.
2. Gather all the necessary information
Next, you need to gather all the information about your LLC required by the Secretary of State, both the essential and the additional details:
- LLC name.
- Address.
- Start date.
- Registered Agent and their details.
- Company purpose.
- Managers.
- Members.
3. Complete and submit the form
Finally, to complete the Articles of Organization process, you just need to fill out the forms with all the requested information and submit them for approval.
Although it all depends on the state, you can usually file electronically along with digital proof of payment or by mail with the corresponding payment by check.
Download a correctly completed Articles of Organization template
Articles of Organization by state: fees, timelines and more
| Document name | Where to file | Fee | Processing time | Additional information | |
|---|---|---|---|---|---|
| Florida | Articles of Organization | Florida Division of Corporations | $125 | up to 5 business days | LLC name Address Registered agent Purpose Members Signature of authorized representative Correspondence name and email |
| Delaware | Certificate of Formation | Delaware Division of Corporations | $90 | 9 to 12 weeks | LLC name Registered agent information Signature of authorized representative |
| Texas | Certificate of Formation | Texas Secretary of State | $300 | Up to 7 business days | LLC name Registered agent Member/manager information Purpose Mailing address Organizer information Duration Signature |
| New Mexico | Articles of Organization | New Mexico Secretary of State | $50 | Up to 3 business days | LLC name Address Registered agent information Purpose Signature of authorized representative Correspondence name and email |
| Wyoming | Articles of Organization | Wyoming Secretary of State | $100 | Less than one day | LLC name Registered agent information Address Organizer signature and contact information Consent to appointment by the registered agent |
Written by
Ignacio Navarro
Ignacio Navarro is a Certified Public Accountant, founder of Start Companies and a specialist in U.S. companies for entrepreneurs, freelancers and digital businesses in Latin America. With training in international taxation and studies at UCEMA, he advises non-resident clients on forming and maintaining LLCs, opening bank accounts, invoicing, accounting and taxes. His experience combines tax strategy, compliance and practical vision for operating in the U.S. in a simple, organized and professional way.
