Each state establishes the rules for forming a limited liability company (LLC). The Limited Liability Company Act of a state, also known as the LLC laws or LLC statute, establishes the legal guidelines for forming and operating an LLC.
50 States Have LLC Laws
We simplify: in our state LLC statute guides:
Formation of an LLC
Registered representatives
Operating contracts
Annual statements
Table of Contents
Formation
The requirements for establishing (or forming) an LLC are outlined in the state LLC statute. To meet these requirements, most states provide online and mail-in LLC filing options.
General Information Needed to Form an LLC:
The name of LLC
The street and mailing addresses of the LLC’s principal office
Name of the registered agent and address of the registered office
Whether the LLC is managed by members or by managers
Information that is optional:
LLC organizers can usually include their own provisions as long as they do not conflict with the LLC statute.
Registered Representative
The role of a registered agent is to accept service of process (legal summons to a lawsuit).
A registered agent is required in most states to:
Keep a registered office in the state (i.e., no P.O. boxes)
Be an individual, a corporation or LLC, or a foreign corporation or LLC with the same business address as the registered office.
An LLC operating agreement enables LLC members to establish ground rules for how their particular LLC will operate. These rules are frequently referred to as “terms” or “provisions.”
Operating agreements are governed by state law. If the statute states that LLC members cannot dissolve an LLC unless all members agree, LLC members cannot change or override the statute with an operating agreement.
It is easier to navigate situations involving the operation of the LLC when an operating agreement is in place. In the event of a lawsuit or dispute, LLC members (or the courts) will have something to refer to.
Making an Operating Contract
Some LLCs, such as professional or real estate LLCs, may require unique terms, whereas others may only require standard provisions:
Responsibilities of each member
How will new members be admitted?
How can existing members transfer or cancel their membership in a stat?
How will profits and dividends be distributed?
The procedure for making changes to the operating agreement
Report Annual
Most states require LLCs to file a report every one to two years to ensure the state has accurate information about the company.
Some states charge a fee for submitting these reports.
On an annual or biennial basis, many states request the following information:
The street address of the main office
The name of the registered agent and the street address of the registered office
Members’ and managers’ names, titles, and addresses