How To Fill Out The North Dakota Articles of Organization
If you’re looking to form a Limited Liability Company in North Dakota, filling out the Articles of Organization is the next step.
The Articles of Organization is a document that is filed with the North Dakota Secretary of State. While it’s not a super difficult document to fill out on your own, I’ll go through each of the steps, so you can be confident when forming your North Dakota LLC.
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Steps To Fill Out The North Dakota LLC Articles Of Organization
The paperwork to officially create an LLC in North Dakota is called the Articles of Organization. To submit the paperwork, file online through the North Dakota Secretary of State, Business Registration Unit’s FirstStop website and create an account.
Step 1: Select a Name for the LLC
The first step in the North Dakota LLC process is to make sure the name you want is available, as each LLC name has to be different from other registered entity names in the state of North Dakota. If the name isn’t different and you can get consent from the registrant, you can still file to use it.
You are asked if you had previously reserved a name, and this is optional. If the name had not already been reserved, you would select “No” and then enter the name you would like to use.
An LLC name is required to include an entity designator at the end of the business name. The allowed designators in North Dakota include:
– Limited Liability Company
If you haven’t verified already, be sure to do a North Dakota LLC name search with the Secretary of State to be sure the LLC name you want is available.
Step 2: Enter the Principal Executive Office Address (or Registered Office Address)
In this section, enter the street address, city, state, and zip code of the initial principal office. The principal executive office is often a location where business activities typically take place or where company records are stored. Alternatively, this can be the address of the registered agent, which we will cover in a couple of steps.
This address must be a physical street address and not a PO Box.
Step 3: Enter the LLC’s Mailing Address
In step 3, enter the primary mailing address for the LLC. This can be the address of the principal office, however if you prefer to have correspondence from the Secretary of State go somewhere else, enter that address here.
Step 4: Appoint a Registered Agent
Every LLC in North Dakota is required to have a Registered Agent. A Registered Agent will act as a central point of contact to receive legal documents, tax notices, summons, subpoenas, etc., on behalf of the LLC.
The basic requirements to be a Registered Agent in North Dakota include:
– The agent must be a North Dakota resident at least 18 years of age or a commercial Registered Agent service that is registered with the Secretary of State. See the Secretary of State’s Commercial Registered Agent List.
– The agent must have a physical address in the state (PO Boxes aren’t allowed).
– The agent must generally be available during normal business hours at the address provided to receive service of process.
Step 5: Choose the Effective Date
Step 5 provides an option to decide when the LLC becomes active.
If you want the LLC to start on today’s date, choose the box that says, “When filed with the Secretary of State.” Otherwise, select the box that says “On a Specific Date” and enter a date less than 90 days in the future to start.
The main reason for delaying the LLC start date is when the filing is being done close to the end of a calendar year, and the business will not have any activity until the start of the next year. By delaying the start, you may have saved yourself from filing a tax return for a partial year.
Step 6: Indicate the LLC’s Term of Existence
In this section, you can indicate how long the LLC will remain in existence. Most LLCs will choose a perpetual (indefinite) existence; however, some businesses (usually investment-related) will have a specific closure date in mind.
Step 7: Describe the Business Purpose
In Article 7, you can either adopt the default statement “General Business” or provide some basic information about what the business does. It’s generally better to keep a broad statement in case the focus of the business ever changes.
Next, there is a drop-down for the designation of the Limited Liability Company. In this, you can either select “No special designation,” which is the most common, or “Series.” A Series LLC is a parent LLC that has one or more individual series under the umbrella of the LLC. The individual series are protected from liabilities and losses and are most commonly used for real estate investment businesses, where each property is protected in one series instead of having multiple LLCs for each property.
Step 8: Include the Organizer’s Information
Next, enter the name and mailing address of the LLC organizer(s) who are forming the entity. This can be an individual, such as an LLC member or attorney, or a business, such as an LLC formation service.
At least one organizer must be entered.
Step 9: Review and Sign the Articles of Organization
After entering the organizer(s) information, the submitted information needs to be checked that it is correct, and then the organizer will sign.
Step 10: Pay and Submit the Articles of Organization
Then payment is provided, and the Articles of Organization are submitted to the North Dakota Secretary of State.
This material is property of StartingYourBusiness.com
North Dakota LLC FAQs
How much does it cost to form an LLC in North Dakota?
The filing fee for filing the Articles of Organization and forming an LLC in North Dakota is $50.
What is the cost to maintain an LLC in North Dakota?
Every year an annual report and a $135 state filing fee are required to keep an LLC open in North Dakota.
How long does it take to get an LLC approved in North Dakota?
It normally takes 2-3 weeks for the LLC paperwork to be processed for online filings and 4-6 weeks when filing by mail.
Should I use an LLC formation service or do it myself?
Two of my top formation companies have a special offer where you can get your LLC formed without paying any additional fees (state fees still apply). Check out Zenbusiness and IncFile to learn more.
Do you need a registered agent for an LLC in North Dakota?
Any North Dakota corporation or LLC is required to have and maintain a registered agent.
The registered agent is a party that is physically located in the state of North Dakota that will receive important notices and service of process (which means to accept papers that start a lawsuit) on behalf of the LLC.
What business licenses are needed in North Dakota?
The requirements for business licenses and registrations in North Dakota vary depending on what the business does and where it’s located.
Here is a list of common business licenses in North Dakota.
Is an Operating Agreement required for a North Dakota LLC?
North Dakota law, statute § 10-32.1-13, states that every North Dakota LLC may adopt an operating agreement, but it isn’t required by the Secretary of State. Despite it not being required, there are several reasons it is recommended to have one.
Despite the LLC operating agreement not being required, it is recommended to have one, especially for multi-member LLCs, as it can help to prevent disputes among members and protect the LLC’s legal status.
Do North Dakota LLCs need an EIN?
Only North Dakota LLCs that either have more than one member, will hire employees, or elect to be taxed as a partnership or corporation are required to get an Employer Identification Number (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).
If the LLC isn’t required to get an EIN (though you can still get one), the LLC will use the social security number of the business owner.
Related: How to Apply for an EIN