The Articles of Organization is the form you file with your state Secretary of State to legally create an LLC. The filing is simpler than most founders expect, about an hour of work and $50 to $500 depending on your state, but there are decisions baked into the form that have real downstream consequences. Here is the practical workflow.
Step 1: Choose your state of formation
The default is your home state. If you live and work in Texas and your business operates entirely in Texas, form a Texas LLC. The popular alternatives, Delaware, Nevada, Wyoming, are usually only worth the extra cost and complexity if you have a specific reason: outside investors who expect Delaware, a multi-state operation, or a planned asset-protection structure.
Forming in a state where you do not operate creates a foreign-qualification requirement: you have to register the out-of-state LLC in every state where you actually do business, pay each state annual report fees, and maintain a registered agent in each. For most small businesses, this doubles or triples the ongoing cost without delivering meaningful protection.
The exception: if you are raising venture capital, investors expect Delaware. If you are planning to operate in multiple states or hold real estate in a separate entity, the math may favor a non-home state.
Step 2: Pick a name and check availability
Three checks:
- Secretary of State business name search: your name has to be distinguishable from any other registered entity in your state. Most states have a free online search.
- Trademark conflict check: a name that is available with the Secretary of State can still infringe an existing trademark. Run at least a USPTO TESS search before committing.
- Domain and social handle availability: not legally required, but you want the .com if you can get it.
LLC names typically have to include LLC, L.L.C., or Limited Liability Company somewhere. Some states allow Ltd. or Co. in addition. The form will tell you which designators are acceptable.
If your preferred name is available but you are not ready to file, most states let you reserve it for 30 to 120 days for a small fee.
Step 3: Designate a registered agent
The registered agent is the person or entity that receives legal mail (subpoenas, lawsuits, official notices) on behalf of the LLC. They have to be available during normal business hours at a physical address in the state of formation.
Three options:
- Yourself or a member: free, but your home address becomes a public record, and you have to be at that address during business hours.
- An employee or your office: works if you have a commercial address.
- A commercial registered agent service: $50 to $300 per year. Worth it if you do not have a stable commercial address, want to keep your home address off public records, or operate in multiple states.
The agent has to consent to the appointment, and many states ask the agent to sign the Articles directly.
Step 4: Fill out the Articles of Organization
The form itself is short. Standard fields:
- LLC name and designator.
- Principal office address.
- Registered agent name and address.
- Names and addresses of the organizer(s), the person filing the paperwork. This does not have to be a member.
- Whether the LLC is member-managed or manager-managed.
- Effective date, usually the date of filing, but most states let you choose a date up to 90 days out.
- Purpose, most states accept "any lawful purpose." Some states require more specificity.
- Duration, most LLCs are perpetual unless you specify otherwise.
A few traps to avoid:
- Be careful with the management designation. Member-managed is the default; manager-managed lets you appoint non-member managers, which can be useful in some structures but signals that some owners are passive.
- Use a P.O. box only where the state explicitly allows it. Most states require a physical street address for the principal office.
- If you are forming an LLC that will hold real estate or expensive equipment, consider naming the LLC after the asset rather than after the underlying business, single-purpose entities are a standard asset-protection move.
Step 5: File and pay
Filing is online in almost every state now. Fees range from $50 (Kentucky, Mississippi) to $500 (Massachusetts, Tennessee). California has a $70 filing fee plus an $800 annual franchise tax that hits even single-member LLCs.
You will get back a stamped Articles of Organization or a Certificate of Formation, keep this with your business records.
Step 6: After-filing checklist
The state filing creates the LLC. It does not give you everything you need to operate. Within the first 30 to 60 days:
- Get an EIN from the IRS (free, online, takes 10 minutes).
- Draft an operating agreement (most states do not require one for filing but every well-run LLC has one).
- Open a business bank account in the LLC name using the EIN and the Articles.
- File a Beneficial Ownership Information (BOI) report with FinCEN if your LLC is subject to the Corporate Transparency Act.
- Register with your state tax agency for sales tax, employment tax, or any industry-specific tax.
- Get any required local licenses (business license, professional license, zoning approvals).
- Buy general liability insurance, LLC protection covers entity liability, but it does not replace insurance.
When the filing gets complicated
Standard formations are routine and rarely need an attorney. Get help if:
- You have outside investors or co-founders with non-equal contributions.
- You are forming in a state other than where you live.
- You are converting from another entity type.
- The LLC will hold real estate, regulated activity, or licensed practice.
- You need professional LLC (PLLC) structure for a licensed profession.
- You want to structure tax elections (S-corp election, in particular).
If any of those apply, LawSensai can match you with a business formation attorney in your state.