How To Fill Out The North Carolina Articles of Organization
The North Carolina Articles of Organization is the official document filed with the North Carolina Secretary of State, Business Registration Division to establish a Limited Liability Company (LLC). After the filing is approved by the state, the business can officially begin operating and register for the necessary business licenses and permits.
To file the North Carolina Articles of Organization, you will need to submit the completed L-01 LLC Articles of Organization form to the North Carolina Secretary of State. The form can be completed and sent by mail or filed online.
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Let’s go over how to fill out the LLC Articles of Organization in North Carolina. To get started, visit the North Carolina Secretary of State’s website to download the form.
Step 1: Pick a Name for the LLC
The first step in filling out the North Carolina Operating Agreement is to pick a business name.
There are a couple of requirements when choosing a North Carolina LLC name.
1. The name of your LLC must not be too similar to the name of another business entity already registered with the state of North Carolina. You can verify name availability by doing a North Carolina LLC name search with the North Carolina Secretary of State to be sure the LLC name is available.
2. The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– Ltd. Liability Co.
– Limited Liability Co.
– Ltd. Liability Company
Enter the LLC name including the identifier to continue. If you choose a name that is taken, the Secretary of State will return your application.
Step 2: List Name(s) of Executors
Enter the name and address of each person who is involved with the execution of the Articles of Organization. Each person will be categorized as a Member, Organizer, or both.
An LLC Member will be someone who is an owner of the business.
An Organizer is someone who is involved with the LLC formation. The Organizer may or may not be a member, such as a mentor, attorney, or accountant.
Step 3: Appoint a Registered Agent
One requirement to have an LLC in North Carolina is to appoint a North Carolina registered agent. The registered agent is a party that is located in the state of North Carolina that will receive important notices and service of process (which means to accept papers that start a lawsuit) on behalf of the LLC.
Provided the LLC member lives in the state of North Carolina, they may act as the registered agent or the agent can be an adult resident of the state or registered agent service.
Related: Should you be the registered agent?
Step 4: List the Registered Agent’s Office Address
List the address of the initial office of the Registered Agent. This address must be a physical street address as a PO Box isn’t allowed and someone should generally be present during normal business hours.
Step 5: Enter the Registered Agent’s Mailing Address
If there is an address for the Registered Agent that should be used for correspondence that is different from the registered office address, enter it in this section.
Step 6: Provide Information on the Principal Office
There are two parts to answering the Principal Office question.
Section “A” is used if the LLC has a principal office, and Section “B” is used if the LLC does not have a principal office.
Section A – In this section, enter the street address, city, state, and zip code of the LLC’s initial principal office. This address can be the business’s physical address, or it can be the address where the business records are stored. You may not use a PO Box for the Principal Office.
Section B – This is usually selected if the Principal Office has not been secured yet. A principal office will need to be identified by the time the first annual report is due.
Step 7: Include Any Additional Provisions
This is an optional section and not used by most LLCs. Here you would include the business purpose or additional rules for the operation of the LLC.
Step 8: Provide a List of Company Officials
This section is optional but is used to list the company officials. This is most often used for LLCs where a member may hold a job with connections or holds professional licensing through the state of North Carolina.
Step 9: Provide a Business Email Address
This section is optional, but beneficial as notices such as document filing and annual report reminders are sent.
Step 10: Choose the Effective Date
An option to choose an effective start day is available for up to 90 days in the future. Some will delay the effective date (starting date) of the LLC if they aren’t ready to start the business, but want the filing out of the way or if they are close to the end of a calendar year.
By default, the effective date is the day the Secretary of State files the formation paperwork. Otherwise, enter a different start date.
Step 11: Sign the Articles of Organization
One of the executors listed in step 2 will review the Articles of Organization and sign the document.
You’ve filed your North Carolina LLC Articles of Organization! Now what?
After the LLC is officially filed with the North Carolina Secretary of State, there are a few additional things to follow up on. Below is a list of some of the tasks to consider.
Prepare a North Carolina LLC Operating Agreement
The operating agreement is an internal document that covers items like ownership rights, profit and loss distribution, member responsibilities, and more.
North Carolina Statute § 57D-2-30 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