How to Fill Out The California Articles of Organization
When forming an LLC business structure, you first need to file the Articles of Organization with the California Secretary of State. This is a legal document that officially launches your new LLC into existence. After filing, the business can obtain an Employer Identification Number (EIN), state tax number, open a bank account, and register for business licenses.
IncFile is currently running a special where you only pay state fees for your LLC formation!
Let’s go over how to file the LLC Articles of Organization in California.
Step 1: Enter the Submitter’s Information
This is an optional section but would be used if the Articles of Organization are being filled out by someone other than one of the owners.
Step 2: Certify the LLC is Not Providing Professional Services
This doesn’t affect many LLCs, however, if the services being provided by the business require licensing from the state, a Professional Limited Liability Company (PLLC) will need to be applied for.
Related: What is a Professional LLC?
Step 3: Pick a Name for the LLC
An LLC name will need to be chosen in the next section. Assuming you haven’t already reserved a name (not necessary to complete the filing), you will enter a name.
The name of your LLC must not be too similar to the name of another business entity already registered with the state of California. You can verify name availability by doing a California LLC name search with the California Secretary of State to be sure the LLC name is available.
The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– Limited Liability Co.
– Ltd. Liability Company
– Ltd. Liability Co.
Enter the LLC name including the identifier to continue. If you choose a name that is taken, a warning will show up in the name field.
Step 4: Enter Business Addresses
In the first few fields, enter the initial street address of the LLC’s principal office. This will be a California street address or the main location where the business records are kept. A physical address must be used as P.O. Boxes are not acceptable.
Next, enter the mailing address of the LLC. This address can be outside of California and a PO Box if desired.
Step 5: Appoint the Agent for Service of Process
The Agent for Service of Process is commonly referred to as a Registered Agent. The Agent for Service of Process can be an individual or California Registered Corporate Agent that is authorized to receive and accept legal documents on behalf of your LLC.
You may act as your registered agent or you may authorize an individual outside of the LLC or another company authorized by your state to act as a registered agent. The registered agent must use a physical street address in California.
Related: Can I be my own registered agent
Step 6: Enter the LLC Purpose Statement, Management, and File Date
In this section, there are a few areas to tackle.
First, there is a purpose statement. The state of California makes this easy by prefilling this section.
Second, the LLC management structure needs to be chosen. Here, you will choose that the LLC is managed by:
One Manager – This is referred to as a Manager-Managed LLC and is when the members of the LLC hire someone to run the business, similar to hiring a CEO for a corporation.
More than One Manager – This is also a Manager-Managed LLC, but with multiple managers.
All LLC Members – Most commonly, the members manage the day-to-day operations of the business. This is called a Member-Managed LLC.
Last, the File Date needs to be selected. Usually, the current date would be chosen, however, you can have the LLC start up to 90 days in the future.
Step 7: Upload Attachments
This step isn’t needed by most LLCs, but if an attachment needs to be uploaded it can be done here.
Step 8: Review and Sign
The last step includes reviewing the submitted information, signing, and paying to submit the California Articles of Organization.
You’ve filed your California LLC Articles of Organization! Now what?
With this filing out of the way, there are a few additional steps that will need to be taken care of. Below is a list of some of the tasks to consider.
Prepare a California LLC Operating Agreement
The operating agreement is an internal document that covers items like ownership rights, profit and loss distribution, member responsibilities, and more.
California Corporate Code 17701.10 states that an LLC Operating Agreement is optional. Despite the Operating Agreement not being required, it is recommended to have one as it can help to prevent disputes among members and protect the LLC’s legal status.
Obtain an EIN
The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number that is assigned by the Internal Revenue Service (IRS).
The EIN will be needed before filing business tax returns, opening a bank account, hiring employees, registering for business licenses and permits, and more.
Related: How to Apply for an EIN