Limited Liability Company (LLC) Organizational Documents

LLC documents

Author: The Carta Team
Read time: 4 minutes
Published date: March 15, 2024

In this article, we’ll cover formation documents, operating agreements, and other notable LLC organizational documents you may encounter as you build your business.

Contents

A limited liability company (LLC) is a popular structure for many startups and small businesses. To properly form an LLC, the founders must legally register their company with the state in which it’s being created. The details required to register an LLC often vary from one state to another, including the name and types of the LLC organizational documents that founders must complete and file to register their company.

In this article, we’ll cover formation documents, operating agreements, and other notable organizational documents you may encounter as you build your LLC.

LLC formation documents

In every state in the U.S., an LLC—whether it’s a single-member LLC or multi-member LLC—must file some type of legal document to register its formation as a business entity. The name of the document depends on the state, but it will typically require some of the same key information from the company and its business owners.

These details include:

Note that after you have formed your LLC, you’ll typically need an Employer Identification Number (EIN). This can be obtained by filling out Form SS-4 with the Internal Revenue Services (IRS). You’ll also need an EIN if you plan to open a business bank account.

LLC Articles of Organization

In the following states, the formation document that an LLC must file to create the legal entity is called the Articles of Organization:

Filing articles of organization

The process for filing your LLC’s articles of organization is relatively simple and similar in every state. The company typically has to fill out a form including its company name, business purpose, principal place of business, and other basic information. It then submits this form either physically or online and pays a fee to the relevant state agency.

LLC Certificate of Formation

The primary formation document required to create an LLC is called the Certificate of Formation in the following states:

LLC Certificate of Organization

The primary formation document required to create an LLC is called the Certificate of Organization in the following states:

Articles of Incorporation for corporations

If a company is forming as a corporation, rather than an LLC, it will file a Certificate of Incorporation (or in some states, Articles of Incorporation) to legally establish itself with the state. The information included in a Certificate of Incorporation is similar to what is provided in Articles of Organization or a Certificate of Formation, but since LLCs and corporations are different kinds of legal entities, they have different names for their organizational documents.

LLC operating agreement

Around the time when they submit their Articles of Organization or similar organizational document, many LLCs also draft their operating agreement. An operating agreement is not legally required in most states, but most LLCs choose to create one as a way to define the company’s governance and avoid future conflicts among members of the LLC or investors.

The operating agreement typically includes more details than those found in the Articles of Organization or similar formation documents. This agreement includes additional information about ownership percentages, succession planning, and how the LLC plans to distribute any profits among its members.

Other notable LLC documents

Over the course of its lifespan, an LLC may need to file several other types of documents with its Secretary of State, the IRS, or related government body. Again, the formal names of these documents can vary by state. Some of these include:

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