Articles Of Organization For A Domestic Limited Liability Company

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STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS
Office of the Secretary of State
Division of Business Services
148 W. River Street
Providence, Rhode Island 02904-2615
(401) 222-3040
INSTRUCTIONS FOR FILING
ARTICLES OF ORGANIZATION
FOR A DOMESTIC LIMITED LIABILITY COMPANY
Section 7-16-6 of the General Laws of Rhode Island, as amended
The attached form is designed to meet minimal statutory filing requirements pursuant to the relevant statutory
provision. This form and the information provided are not substitutes for the advice and services of an attorney
and/or tax specialist.
1. To form a limited liability company, Articles of Organization (Form No. 400) must be filed with the Office of the
Secretary of State, Corporations Division, at the above address. When the Articles are properly completed,
signed by an authorized person, and submitted with the correct filing fee, a Certificate of Organization shall be
issued.
2. The Articles of Organization must be accompanied by a filing fee of $150.00, and payment should be made
payable to the Rhode Island Secretary of State.
3. The name of any limited liability company must be “distinguishable upon the records of the secretary of state.”
This means the Office of the Secretary of State will deny a request for a name if such name is identical to or not
distinguishable from any entity, name reservation, or registration on file with the Business Section of the
Corporations Division. The name shall contain the word “limited liability company” or the upper or lower case
letters “l.l.c.” with or without punctuation. A preliminary name availability check can be made by checking the
Name Availability Database on our website, or by phoning us at the above telephone number. This preliminary
check is not statutorily required, is not binding upon the Secretary of State, and does not ensure that the name
will be available upon filing the Articles of Organization. It is suggested that you do not make any financial
expenditures or execute documents utilizing the name based upon a preliminary name availability check. The
final determination as to availability of the name will be made when the documents are submitted for filing.
4. Each limited liability company shall have and continuously maintain in this state a resident agent upon whom any
process, notice or demand required or permitted by law to be served upon the limited liability company may be
served. The agent may be either an individual resident in this state, or a corporation, limited partnership or limited
liability company, in each case either domestic or one authorized to transact business in this state. The address
of the resident agent must be a street address, not a post office box.
5. The limited liability company is responsible for filing an annual report each calendar year between September 1
and November 1, beginning with the year following the year in which its original Articles of Organization were filed
with the secretary of state. An annual report form will be mailed to the resident agent prior to September 1 each
year. Be sure to follow up with your resident agent concerning the filing of this report.
6. Failure to comply with Nos. 4 and 5 above may result in the revocation of the Certificate of Organization pursuant
to the provisions of Section 7-16-41 of the General Laws, as amended.
If the limited liability company shall be rendering professional services as defined in Sections 7-16.3.1
and 7-5.1-2, or if the limited liability company falls under the jurisdiction of a regulatory agency, the
following may apply:
1. If the company is engaged in the practice of engineering pursuant to Section 5-8-24 of the General Laws,
evidence of a current certificate of authorization issued by the State Board of Registration for Professional
Engineers must be filed with the Secretary of State upon qualification. You may contact the State Board of
Registration for Professional Engineers at (401) 462-9592 or

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