Address of state office for filing:
Arizona Corporation Commission
Corporations Division
1300 West Washington Street
Phoenix AZ 85007-2929
Telephone: 1-800-345-5819
State law reference: Arizona Revised Statutes Annotated, Title 29, Chapter 4.
State web address: http://www.azleg.gov/
Title of filing: Articles of Organization.
Filing Fee: $50
Name requirements: The official name must contain the words “Limited Liability Company,” “Limited Company,” or the abbreviations “LLC,” “L.L.C.,” “L.C,” or “LC” and may not contain the words “association,” “corporation,” “incorporated” or an abbreviation of those words. (Section 29-602). A name may be reserved for 120 days for a $10 fee. (Section 29-603).
Organizer requirements: A limited liability company may be organized by one person or entity. Organizer need not be a member. (Section 29-631).
Articles of Organization requirements: Articles of Organization must contain the following: (1) name of company, (2) registered agent name and office address, (3) company address, if different from that of registered agent, (4) duration of company, if less than perpetual, (5) whether company will be managed by managers or members, (6) the names and addresses of the managers if managed by managers, or the names and addresses of members if managed by members, and (7) any additional matters. Past and future contributions, the limited liability company’s power to continue business, and the limited liability company’s power to avoid dissolution need not be stated. (Section 29-632).
Annual report requirement: Yes.
Publication requirement: Yes. Within 60 days of filing of the Articles of Organization, a Notice of Filing must be published 3 times in a newspaper of general circulation in the county where the limited liability company has its place of business. Within 90 days of filing of the Articles of Organization, an Affidavit of Publication must be filed with the Arizona Corporation Commission. There is no fee for filing the Affidavit. There will be a charge for the actual publication of the Notice of Filing, which will be determined by the particular newspaper. (Section 29-635).
Effective date of limited liability company organization: On the date of official approval of Articles of Organization, the company becomes a legal entity and the members are shielded from personal liability. This date is retroactive to the date of submission of the Articles and may be delayed to a later date that is stated in the Articles. (Section 29-635).
Membership requirements: Minimum number required is one. The member may be a natural person or a business entity. (Section 29-601).
Other: If the company is managed by managers, the Articles of Organization must indicate the names and addresses of themanagers and members who own a 20% or greater interest in the capital or profits of the company.
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