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Virginia of Notary Public Notary Public, In and for the County of ____________________ State of ____________________ My commission expires: ____________________ Notary Seal Articles of Organization Form 3 anizers, who are known to me to be the person who subscribed his or her names to this document, and acknowledged that he or she did so for the purposes stated. _____________________________ Signature _______ Articles of Organization Form 2 Before me, on ______________, 20___, personally appeared _______________________, _________________________, and __________________________, named as the org___________, 20 _____ _____________________________ _____________________________ Signature of Registered Agent Printed Name of Registered Agent State of ______________________ County of _____________me of Organizer _____________________________ Printed Name of Organizer I acknowledge my appointment as registered agent of this limited liability company and accept the appointment. Dated: ____________________________________ Signature of Organizer _____________________________ Signature of Organizer _____________________________ Printed Name of Organizer _____________________________ Printed Napose of forming a business limited liability company under the laws of the State of _____________________. Dated: ____________________, 20 _____ _____________________________ Signature of Organizer ____ _____________________________________________________________________________. I certify that all of the facts stated in these Articles of Organization are true and correct and are made for the purny adopts the following additional articles: ______________________________________________________________________________ ____________________________________________________________________________) The Standard Industrial Code for the company is _______________. Article 14. (Optional) The Federal Employer Identification Number of the company is _______. Article 15. This limited liability compaing Agreement, upon any act that might otherwise cause the dissolution of the company or the dissociation of a member under the laws of the State of ____________________________. Article 13. (Optionale company reserves the right to admit new members at any time. Article 12. (Optional) The company reserves the right to continue without dissolution, under the terms as set forth in the company Operat__________________ _______________________________ _____________________________________________ _______________________________ _____________________________________________ Article 11. (Optional) Thaged by the following [members only/members and nonmember managers/nonmember managers only]: Articles of Organization Form 1 Name Address _______________________________ ________________________________________, State of _________________. Article 9. (Optional) The total amount of initial capitalization of this limited liability company is $______. Article 10. (Optional) The company will be many. Article 8. The initial address of the office of the registered agent of this limited liability company is ______________________________________, City of ____________________, in the County of ____bility company is _______________. By his or her signature at the end of this document, this person acknowledges acceptance of the responsibilities as registered agent of this limited liability compans _____________________________________________ _____________________________________________ _____________________________________________ Article 7. The initial registered agent of this limited lia names and addresses of the inital members of this limited liability company are as follows: Name _______________________________ _______________________________ _______________________________ Addres______________. Article 4. The duration of this limited liability company shall be perpetual. Article 5. The number of members of this limited liability company is ____________________. Article 6. Themited liability companies may be organized under the laws of the State of _____________________, and to have all powers that are afforded limited liability companies under the laws of the State of _____________________________________________________________________. Article 3. The purpose for which this limited liability company is organized is to transact any and all lawful business for which lization: Article 1. The name of the limited liability company is ________________________________ . Article 2. (Optional) The principal place of business of the company is _________________ ___________rsigned person(s), acting as Organizer(s) for the purpose of forming a business limited liability company under the laws of the State of ____________________, adopt(s) the following Articles of Organie supplied forms (the link can be found on page 4 of this packet ­ those forms have been either supplied by your state or have been designed to conform to your state's specific requirements). The undeed) Signature of Registered Agent Mary Celeste Printed Name of Registered Agent Sample Completed Articles of Organization 2 Articles of Organization of _____________________ (Please review the statotary Seal Mary Celeste Printed Name of Organizer I acknowledge my appointment as registered agent of this limited liability company and accept the appointment. Dated: June 4, 2006 Mary Celeste (signedged that she did so for the purposes stated. Andrea Doria (signed) Signature of Notary Public Notary Public, In and for the County of Inferior State of Superior My commission expires: June 5, 2008 Nerior County of Inferior Before me, on June 4, 2006, personally appeared Mary Celeste, named as the organizer, who is known to me to be the person who subscribed her name to this document, and acknowlrect and are made for the purpose of forming a business limited liability company under the laws of the State of Superior. Dated: June 4, 2000 Mary Celeste (signed) Signature of Organizer State of Suppany is 44-1111111. Article 13. This limited liability company adopts the following additional articles: none. I certify that all of the facts stated in these Articles of Organization are true and core dissociation of a member under the laws of the State of Superior. Article 11. The Standard Industrial Code for the company is 6123. Article 12. The Federal Employer Identification Number of the company reserves the right to continues, without dissolution, under the terms as set forth in the company Operating Agreement, upon any act that might otherwise cause the dissolution of the company or thCeleste John Celeste 1234 Main Street, Capitol City, Superior 1234 Main Street, Capitol City, Superior Article 9. The company reserves the right to admit new members at any time. Article 10. The comunt of initial capitalization of this limited liability company is $1,000. Article 8. The company will be managed by the following members whose names and addresses are as follows: Name Address Mary nitial address of the office of the registered agent of this limited liability company is 1234 Main Street, City of Capitol City, in the County of Inferior, State of Superior. Article 7. The total amo Celeste 1234 Main Street, Capitol City, Superior 1234 Main Street, Capitol City, Superior Article 5. The initial registered agent of this limited liability company is Mary Celeste. Article 6. The is limited liability company shall be perpetual. Article 4. The total number of initial members of this company is two (2), and their names and addresses are as follows: Name Address Mary Celeste Johnay be organized under the laws of the State of Superior, and to have all powers that are afforded to limited liability companies under the laws of the State of Superior. Article 3. The duration of thiany is ABCXYZ Limited Liability Company. Article 2. The purpose for which this limited liability company is organized is to transact any and all lawful business for which limited liability companies mor the purpose of forming a business limited liability company under the laws of the State of Superior, adopts the following Articles of Organization: Article 1. The name of the limited liability comps and Instructions for Articles of Organization 6 Sample Completed Articles of Organization Articles of Organization of ABCXYZ Limited Liability Company The undersigned person, acting as organizer f___________ Signature of Notary Public Notary Public, In and for the County of ____________________ State of ____________________ My commission expires: ____________________ Notary Seal Sample Clause____, named as the organizers, who are known to me to be the person who subscribed his or her names to this document, and acknowledged that he or she did so for the purposes stated. __________________d Agent State of ______________________ County of ____________________ Before me, on ______________, 20___, personally appeared _________________, _________________________, and ______________________ liability company and accept the appointment. Dated: ____________________, 20 _____ _____________________________ _____________________________ Signature of Registered Agent Printed Name of Registerented Name of Organizer _____________________________ Printed Name of Organizer _____________________________ Printed Name of Organizer I acknowledge my appointment as registered agent of this limited0 _____ _____________________________ Signature of Organizer _____________________________ Signature of Organizer _____________________________ Signature of Organizer _____________________________ Prin these Articles of Organization are true and correct and are made for the purpose of forming a business limited liability company under the laws of the State of XXXXXX. Dated: ____________________, 2tance of the responsibilities of this job. This should be signed in front of a notary public. Sample Clauses and Instructions for Articles of Organization 5 I certify that all of the facts stated i___________ Closing and Signatures This clause provides a statement certifying that the facts as stated are true and correct. It also provides for the registered agent to sign acknowledging his accep_____________________________________________________ ______________________________________________________________________________ ___________________________________________________________________ desired. Article 15. This limited liability company adopts the following additional articles: ______________________________________________________________________________ _________________________tification Number. Article 14. The Federal Employer Identification Number of the company is ________________. Additional Articles This clause may be used to adopt any additional articles that may bede for the company is _______________. Federal Employer Identification Number (Optional) This clause, which is not required in most states, provides the state with your FEIN, or Federal Employer Identional) In this clause, list the SIC, or Standard Industrial Code, for the company. Please contact the Secretary of State's office for the listing of SIC codes. Article 13. The Standard Industrial Coause the dissolution of the company or the dissociation of a member under the laws of the State of XXXXX. Sample Clauses and Instructions for Articles of Organization 4 Standard Industrial Code (Opded with this packet). Article 12. The company reserves the right to continue without dissolution, under the terms as set forth in the company Operating Agreement, upon any act that might otherwise clause allows the company to reserve the right to continue, without dissolution, upon an act of dissolution or dissociation (for state specific requirements, please link to the free legal digest inclurements, please link to the free legal digest included with this packet). Article 11. The company reserves the right to admit new members at any time. Right of Company to Continue (Optional) This cy can reserve the right to admit new members. In some states, this information may instead be listed in the Operating Agreement of the limited liability company, if preferred (for state specific requi_______________________________________ _____________________________________________ Reservation of Right to Admit New Members (Optional) In this clause, which is optional in most states, the companthe following nonmember managers only: Name _______________________________ _______________________________ _______________________________ Address _____________________________________________ ___________ Address _____________________________________________ _____________________________________________ _____________________________________________ Or Article 10. The company will be managed by ization 3 Or Article 10. The company will be managed by the following members and nonmember managers: Name _______________________________ _______________________________ __________________________Address _____________________________________________ _____________________________________________ _____________________________________________ Sample Clauses and Instructions for Articles of Organy nonmember managers only. Article 10. The company will be managed by the following members only: Name _______________________________ _______________________________ _______________________________ ity company is $______. Management of the Company (Optional) Under this clause, you will outline whether the management of the company will be by members only, by members and nonmember managers, or b This clause refers to the amount of capital which will form the initial basis for operating the limited liability company. Article 9. The total amount of initial capitalization of this limited liabilnt of this limited liability company is ______________________________________, City of ____________________, in the County of _________________, State of _________________. Capitalization (Optional)be an actual place, usually the offices of the limited liability company. It may not be a post office box or other unmanned location. Article 8. The initial address of the office of the registered ageignature at the end of this document, this person acknowledges acceptance of the responsibilities as registered agent of this limited liability company. Address of Registered Agent This address must ity company. There is a place at the end of the Articles for the registered agent to sign. Article 7. The initial registered agent of this limited liability company is _______________. By his or her sice of process (summons, subpoena, etc.) can be served. This person must be an adult who is a resident of the state of organization. The usual choice is the main owner or manager of the limited liabil___________________________ Sample Clauses and Instructions for Articles of Organization 2 Name of Registered Agent The registered agent for a limited liability company is the person upon whom serv_________________ _______________________________ _______________________________ Address _____________________________________________ _____________________________________________ __________________ovides for listing the initial members of the limited liability company. Article 6. The names and addresses of the initial members of this limited liability company are as follows: Name ______________fic requirements as provided in the free legal digest. Article 5. The number of members of this limited liability company is ____________________. Name and Addresses of Initial Members This clause prific business reason to indicate otherwise, this is generally the safest choice. Article 4. The duration of this limited liability company shall be perpetual. Number of Members Check the state specimited Liability Company Most states allow for a perpetual duration for limited liability companies, meaning that the limited liability company can continue in existence forever. Unless there is a specbility companies may be organized under the laws of the State of XXXXXXXXX, and to have all powers that are afforded limited liability companies under the laws of the State of XXXXXXX. Duration of Lifree legal digest as described on page 3 of this packet). Article 3. The purpose for which this limited liability company is organized is to transact any and all lawful business for which limited liay and all lawful business for which limited liability companies may be organized under the Business Limited Liability Act of the State of XXXXXXX" (for state specific requirements, please link to the _______________ Sample Clauses and Instructions for Articles of Organization 1 Purpose and Powers of the Limited Liability Company Some states allows a general statement of purpose: "to transact anficient. It must be an actual street address. Article 2. The principal place of business of the company is ____________________________ ________________________________________________________________________ . Principal Place of Business (Optional) This should be the street address of the planned principal place of business of the limited liability company. Post office box addresses are not suf"L.L.C." (for state specific requirements, please link to the free legal digest as described on page 3 of this packet). Article 1. The name of the limited liability company is _______________________nancial institution. Finally, it must generally contain an indication that the business is a limited liability company, for example the words "Limited Liability Company" or the abbreviations "LLC" or . It should not be confusingly similar to any other business name in use within your state. In addition, it should not contain any terms that might lead people to believe that it is a government or filiability company under the laws of the State of XXXXXXX, adopt(s) the following Articles of Organization: Name of Limited Liability Company The name of the limited liability company should be uniquebelow under "Name of Limited Liability Company"). Articles of Organization of ________________________ The undersigned person(s), acting as Organizer(s) for the purpose of forming a business limited icles of Organization Title and Introduction Check with your state limited liability company department for any changes to this clause. The name of the company should include the LLC designation (see ww.findlegalforms.com/public/LLC/ARTORG-WV.pdf http://www.findlegalforms.com/public/LLC/ARTORG-WI.pdf http://www.findlegalforms.com/public/LLC/ARTORG-WY.pdf 2 Sample Clauses and Instructions for Artpublic/LLC/ARTORG-VT.pdf http://www.findlegalforms.com/public/LLC/ARTORG1-VA.pdf http://www.findlegalforms.com/public/LLC/ARTORG2-VA.pdf http://www.findlegalforms.com/public/LLC/ARTORG-WA.pdf http://w.pdf http://www.findlegalforms.com/public/LLC/ARTORG-TN.pdf http://www.findlegalforms.com/public/LLC/ARTORG-TX.pdf http://www.findlegalforms.com/public/LLC/ARTORG-UT.pdf http://www.findlegalforms.com/ington West Virginia Wisconsin Wyoming http://www.findlegalforms.com/public/LLC/ARTORG-RI.pdf http://www.findlegalforms.com/public/LLC/ARTORG-SC.pdf http://www.findlegalforms.com/public/LLC/ARTORG-SDK.pdf http://www.findlegalforms.com/public/LLC/ARTORG-OR.pdf http://www.findlegalforms.com/public/LLC/ARTORG-PA.pdf Rhode Island South Carolina South Dakota Tennessee Texas Utah Vermont Virginia Washlegalforms.com/public/LLC/ARTORG2-NC.pdf http://www.findlegalforms.com/public/LLC/ARTORG-ND.pdf http://www.findlegalforms.com/public/LLC/ARTORG-OH.pdf http://www.findlegalforms.com/public/LLC/ARTORG-O/LLC/ARTORG-NJ.pdf http://www.findlegalforms.com/public/LLC/ARTORG-NM.pdf http://www.findlegalforms.com/public/LLC/ARTORG-NY.pdf http://www.findlegalforms.com/public/LLC/ARTORG1-NC.pdf http://www.findttp://www.findlegalforms.com/public/LLC/ARTORG-NE.pdf http://www.findlegalforms.com/public/LLC/ARTORG-NV.pdf http://www.findlegalforms.com/public/LLC/ARTORG-NH.pdf http://www.findlegalforms.com/publicorms.com/public/LLC/ARTORG-MN.pdf http://www.findlegalforms.com/public/LLC/ARTORG-MS.pdf http://www.findlegalforms.com/public/LLC/ARTORG-MO.pdf http://www.findlegalforms.com/public/LLC/ARTORG-MT.pdf hARTORG-ME.pdf http://www.findlegalforms.com/public/LLC/ARTORG-MD.pdf http://www.findlegalforms.com/public/LLC/ARTORG-MA.pdf http://www.findlegalforms.com/public/LLC/ARTORG-MI.pdf http://www.findlegalf/www.findlegalforms.com/public/LLC/ARTORG-KS.pdf http://www.findlegalforms.com/public/LLC/ARTORG-KY.pdf http://www.findlegalforms.com/public/LLC/ARTORG-LA.pdf http://www.findlegalforms.com/public/LLC/com/public/LLC/ARTORG-ID.pdf http://www.findlegalforms.com/public/LLC/ARTORG-IL.pdf http://www.findlegalforms.com/public/LLC/ARTORG-IN.pdf http://www.findlegalforms.com/public/LLC/ARTORG-IA.pdf http:/FL.pdf http://www.findlegalforms.com/public/LLC/ARTORG1-GA.pdf http://www.findlegalforms.com/public/LLC/ARTORG2-GA.pdf http://www.findlegalforms.com/public/LLC/ARTORG-HI.pdf http://www.findlegalforms.ndlegalforms.com/public/LLC/ARTORG-CT.pdf http://www.findlegalforms.com/public/LLC/ARTORG-DE.pdf http://www.findlegalforms.com/public/LLC/ARTORG-DC.pdf http://www.findlegalforms.com/public/LLC/ARTORG-m/public/LLC/ARTORG-AZ.pdf http://www.findlegalforms.com/public/LLC/ARTORG-AR.pdf http://www.findlegalforms.com/public/LLC/ARTORG-CA.pdf Click here to link to the Colorado state website. http://www.fi Carolina North Dakota Ohio Oklahoma Oregon Pennsylvania Link http://www.findlegalforms.com/public/LLC/ARTORG-AL.pdf http://www.findlegalforms.com/public/LLC/ARTORG-Ak.pdf http://www.findlegalforms.coii Idaho Illinois Indiana Iowa Kansas Kentucky Louisiana Maine Maryland Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska Nevada New Hampshire New Jersey New Mexico New York Northr state's specific requirements. Just click on the applicable state link below. State Alabama Alaska Arizona Arkansas California Colorado Connecticut Delaware District of Columbia Florida Georgia HawaSUPPLIED FORM OF ARTICLES OF ORGANIZATION: You can download state supplied forms (which we have altered so that you can complete them on your computer) or forms designed to specifically conform to youGEST: You can view a free legal digest which will provide additional information and state specific requirements (e.g. minimum member requirements, naming requirements, etc.) by clicking here. STATE mally requires the payment of a fee. For these reasons, it is often a good idea to put only those items in the original Articles that are unlikely to require changes in the near future. FREE LEGAL DIcles of Organization may be amended at any time. However, this generally requires a formal filing with the state and the issuance of a Certificate of Amendment of Articles of Organization. It also noreverything is in order, the business will officially be organized and able to begin to conduct business as a limited liability company entity. A completed sample Articles is included in this kit. Artirements have been fulfilled and that the fee has been paid. If there is a problem, the Articles will be returned with an explanation of the difficulty. Correct the problem and refile the Articles. If Upon receipt, the state department will check for duplication or confusing conflicts with the names of any other registered company. They will also check to be certain that all of the statutory requie properly signed. Although not required by all states, the form in this kit is designed to be notarized. The signed Articles and the appropriate fee should be sent to the Secretary of State's office.added to statesupplied forms where necessary. For a copy of the state supplied form of the Articles of Organization, please follow the instructions at the bottom of this page. The Articles must then be state-supplied form to aid you in drafting your company's Articles. If state-supplied documents are used, fill them in with the information you have prepared using this kit. Optional clauses may be ave included all of the necessary information for your state. Once you have chosen the clauses you will use, fill in the article numbers consecutively, and print the final version. You may also use th("Articles"). An explanation is also provided for each clause. You should also check any information that you have received from the state limited liability company department to be certain that you hrganization (also known as a Certificate of Formation) This kit contains sample clauses for preparing your company's Articles of Organization (also sometimes referred to as a Certificate of Formation)Optional) Federal Employer Identification Number [FEIN] for the company (Optional) The signature(s) of the organizer(s) The signature of the registered agent Instructions for Completing Articles of Oation of the right to admit new members (Optional) Right of the company to continue business following an act of dissolution or dissociation (Optional) Standard Industrial Code [SIC] for the company ( of the limited liability company Amount of initial and future contributions to capital of the limited liability company (Optional) Provisions outlining the management of the company (Optional) Reservliability company The duration of the limited liability company The name and address of each member The name of the registered agent of the limited liability company The office of the registered agentare mandatory or optional for Articles of Organization. The name of the limited liability company The principal place of business of the company (Optional) The purpose of the limited s that are required to be noted in the Articles of Organization. The articles may also include many other details of the limited liability company's existence. Following is a checklist of items which nce or otherwise) arising in any way out of the use of these materials. An attorney should be consulted for all serious legal matters. 2 Articles of Organization Checklist There are a number of item substitute goods or services; loss of use, data, or profits; or business interruption) however caused and on any theory of liability, whether in contract, strict liability, or tort (including negligeoviders, authors or publishers of the forms, be responsible or liable for any direct, indirect, incidental, special, exemplary, or consequential damages (including, but not limited to, procurement ofr completeness for any of the materials for your particular needs. The materials are used at your own risk. In no event will: i) FindLegalForms, Inc, its agents, partners, or affiliates, or ii) the prs is subject to the "Disclaimers and Terms of Use" found at findlegalforms.com. These materials are provided "AS-IS." We do not give any express or implied warranties of merchantability, suitability o by hand or on a typewriter. Disclaimer No Attorney-Client relationship is created by use of these materials. FindLegalForms, Inc. does not provide legal advice. The purchase and use of these material Some of the forms for which links have been provided may be in Adobe Acrobat PDF format. You will need a free Adobe Acrobat Viewer to view and use them. PDF forms usually have to be either filled outte specific requirements. General Instructions for completing Articles of Organization Sample Clauses with Instructions Completed Sample Articles of Organization General Articles of Organization Form s of Organization Checklist Link to a legal directory with additional state specific information regarding Limited Liability Companies Links to state specific forms or forms designed to conform to sta Until the state has accepted the articles, the organizers are not shielded from liability by the limited liability company form. Included in this packet are the following items: · · · · · · · Articleiling of the Articles of Organization, payment of the proper fee, and acceptance by the state limited liability company department, the limited liability company officially begins its legal existence.lity company. The name, purpose, owners, registered agent, address, and other vital facts relating to the existence of the limited liability company are filed with the state by using this form. Upon fany is the Articles of Organization. This form outlines the basic structure of the limited liability company and details those matters that are relevant to the public registration of the limited liabiand drafting a limited liability company's Articles of Organization for your state (also sometimes referred to as a Certificate of Formation). The central legal document for any limited liability compInformation Articles of Organization Kit Provided under agreement with copyright holder, © Nova Publishing Company 2006 This packet includes instructions and materials that will aid you in preparing Virginia