Limited Liability Companies – Nevada

By | February 7, 2008

Address of state office for filing:
Secretary of State
New Filings Division
206 N. Carson Street
Carson City NV 89701-4299
Telephone: 775-684-5708
State web address: http://www.leg.state.nv.us/
Download state forms: http://sos.state.nv.us/business/forms
State law reference: Nevada Revised Statutes, Chapter 86.
Title of filing: Articles of Organization.
Filing Fee: $75 to Secretary of State
Name requirements: The official name must contain the words “Limited Liability Company,” “Limited-Liability Company,” “Limited Company,” “Limited,” or the abbreviations “Ltd.,” “LLC,” “L.L.C.,” “LC,” or “L.C.” The word “Company” may be abbreviated as “Co.” (Section 86.171). A company name may be reserved for a period of 90 days for a $25 fee. (Section 86.176).
Organizer requirements: A limited liability company may be organized by one person. The organizer need not be a natural
person, nor a member. (Section 86.151).
Articles of Organization requirements: Articles of Organization must contain the following: (1) name of company, (2) resident agent name and office address, and agent’s mailing address if different from office address (3) name and address, either residence or business, of each of the organizers signing the Articles, (4) whether the company will be managed by members or managers, (5) name and business or residence address of each initial member, if managed by members, or name and business or residence address of each initial manager, if managed by managers, (6) if the company is to have one or more series of members and the debts or liabilities of any series are to be enforceable against the assets of that series only and not against the assets of another series or the company generally, a statement to that effect, and a statement (a) setting forth the relative rights, powers, and duties of the series, or (b) indicating that the relative rights, powers, and duties of the series will be set forth in the operating agreement or established as provided in the operating agreement, and (7) any additional matters. (Section 86.161).
Annual report requirement: Yes, to Secretary of State. The company must file annually a list of its managers or managing
members and resident agent. Filing fee is $125. (Section 86.263).
Publication requirement: No.
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. (Section 86.201).
Membership requirements: Minimum number required is one. The member may be a natural person or a business entity.
(Section 86.151(3)).
Other: By the end of the first month after filing its Articles of Organization, a company must file a list of its managers or managing members and resident agent. $125 filing fee. (Section 86.263). A registered agent is known as a “resident agent” in Nevada. The resident agent must file a written certificate of acceptance along with the Articles of Organization for the Articles to be valid. (Section 86.151). Any filing with the Secretary of State should be accompanied by the appropriate Customer Order Instructions form for regular or expedited service.

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