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Articles of Organization is the basic charter for your LLC. The original is kept
on file with the California Secretary of State. The Secretary of State will stamp
a file number on the original. This number should be used on all state tax payments and returns.
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| The Articles of Organization included here can only be used for LLCs which are not
involved in the business and professions, listed earlier.
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| Forms to use | |
Articles of Organization |
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| Time deadlines |
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Articles of Organization must be filed within 60 days of reserving your
Limited Liability Company name, or you will lose your rights for your reserved name.
Warning: Filing Articles of Organization triggers the $800 minimum annual tax.
If you won't be starting business until the beginning of the year, you can save $800 by waiting
until the new year to file your Articles of Organization.
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| Cost |
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$70 payable to the Secretary of State. You must pay the Franchise Tax Board a
$800 fee four months after organizing. See LLC State Tax Voucher 3522.
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| How to complete the form | |
| Lines | What to enter |
| 1 | Name: Use the name you reserved with the Secretary of State.
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| 3 | Initial agent for service of process. List the name and address
of one person or corporation who is willing to accept all official mail on behalf of the business.
This person does not have to receive the LLC's general mail,(s)he is only agreeing to accept
legal notices. List their street address, no P.O. Boxes please
Note: You are only choosing an initial agent for service for the first three months. Within 90 days
you must file a Statement of Information which lists your permanent agent for service who will
serve for the year. |
| 4 | If the initial agent for service is a person, enter their street
address. If the agent is a corporation, leave this blank. |
| 6 | To assure partnership tax treatment, the
Operating Agreement in
this kit calls for all LLC members to participate in management, so you should check "all limited
liability company members" on the Articles of Organization form. If you choose to use managers,
please consult an experienced tax attorney first to assure that your LLC will not be treated
as a corporation and double-taxed. |
| 9 | Signature and date. Anyone can sign your Articles of
Organization - a member, attorney, etc. Print the organizer's name below the signature. Include
a check for $70 made payable to the Secretary of State. Warning: You must pay the Franchise Tax
Board an
$800 LLC tax by the 15th day of the fourth month after you form your LLC, even if no bill
is sent or you have no revenue. |
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| How to submit |
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Send the original Articles of Organization and a $
70 check made payable to the Secretary
of State.
Secretary of State
Document Filing Support Unit
PO Box 944228
Sacramento, CA 94244-2280
The Secretary of State's office will
return one certified copy to you and will keep the original with their
permanent files. The certified Articles of Organization will have a file number which you
should use on all state income tax forms. |
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| Organized out-of-state? |
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Sorry...you won't save anything in taxes or paperwork. You must complete an
"Application for Registration" form with the Secretary of State's Office and pay $70.
If your name is already being used in California or is
misleading, you will have to register a fictitious name for use in California.
Also, the Secretary of State's Office will ask you to obtain a statement of good standing from
the state in which you were organized. For information, call the Secretary of State's
office at the phone number shown below. |
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| Questions? |
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Call a business attorney or the California Secretary of State's Office at
(916) 653-3795 or go to http://www.sos.ca.gov/business/be/service-options.htm.
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