Certification Of Organization LLC Template for United States

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Key Requirements PROMPT example:

Certification Of Organization LLC

"I need a Certification of Organization LLC for my new tech startup based in Delaware, with three initial members and manager-managed structure, to be filed by March 2025."

Document background

The Certification of Organization LLC is a crucial document required when establishing a new Limited Liability Company in the United States. This legal instrument must be filed with the appropriate state authority and serves as the founding document of the LLC. It contains vital information about the company's structure, management, and operations, varying based on state requirements. The certification is necessary to obtain legal recognition, protect members' personal assets, and enable the company to conduct business operations. It's typically filed at the beginning of the business formation process and must be approved by the state before the LLC can legally operate.

Suggested Sections

1. Article 1: Name of Organization: Legal name of the LLC complying with state requirements

2. Article 2: Registered Office and Agent: Official address and registered agent information

3. Article 3: Purpose: General statement of business purpose

4. Article 4: Duration: Period of existence (perpetual or specific term)

5. Article 5: Management Structure: Whether member-managed or manager-managed

Optional Sections

1. Article 6: Initial Members: List of initial members - used when initial members are determined at formation

2. Article 7: Additional Provisions: Special provisions or restrictions - used when specific operational rules or restrictions are needed

3. Article 8: Capital Contributions: Initial capital structure - used when specifying initial investments at formation

Suggested Schedules

1. Schedule A: Member Information: Detailed list of members and ownership percentages

2. Schedule B: Initial Capital Contributions: Breakdown of initial investments by members

3. Appendix A: Required State Forms: State-specific forms and filings

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

Internal Revenue Code: Federal tax regulations governing the tax treatment and classification of LLCs, including requirements for filing federal tax returns and employment taxes

SEC Regulations: Federal securities laws that may apply if the LLC plans to offer membership interests that qualify as securities

State LLC Act: State-specific legislation that governs the formation, operation, and dissolution of LLCs within that particular state

State Business Corporation Laws: General state laws governing business entities, which may contain provisions affecting LLC operations and requirements

State Filing Requirements: Specific documentation and procedural requirements set by the state for LLC formation, including forms, fees, and filing deadlines

State Naming Requirements: Rules governing acceptable LLC names, required designators (LLC, L.L.C.), and name availability in the state

Uniform Limited Liability Company Act: Model legislation that provides standardized rules for LLC formation and operation, if adopted by the state

Secretary of State Requirements: Specific requirements set by the state's Secretary of State office for LLC registration and ongoing compliance

State Tax Laws: State-specific tax regulations affecting LLCs, including state income tax, sales tax, and employment tax requirements

Local Business Licensing: Municipal and county-level requirements for business operations, including permits and licenses

Industry Regulations: Specific regulations that apply to the LLC based on its industry or business activities

Registered Agent Requirements: State laws requiring the designation and maintenance of a registered agent for service of process

Operating Agreement Requirements: State-specific rules regarding whether an operating agreement is required and what it must contain

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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