Limited Liability Companies – New Jersey

By | February 7, 2008

Address of state office for filing:
New Jersey Division of Revenue
PO Box 308
Trenton NJ 08608-1001

Telephone: 609-292-9292
State web address: www.njleg.state.nj.us
State law reference: New Jersey Statutes, Title 42:2B.
Title of filing: Certificate of Formation.
Filing Fee: $125
Name requirements: The official name may contain the name of a manager or member and must contain the words “Limited Liability
Company” or the abbreviation “LLC.” (Section 42:2B-3). A company name may be reserved for 120 days for a fee of $50.
Organizer requirements: A limited liability company may be organized by one person. The organizer need not be a natural
person, nor a member. (Sections 42:2B-2, 42:2B-11).
Articles of Organization requirements: The Articles of Organization are referred to as a Certificate of Formation and must
contain the following: (1) name of company, (2) registered agent name and office address, (3) duration of company, whether
perpetual or limited; and (4) any additional matters. (Section 42:2B-11(a)).
Annual report requirement: Yes, to Secretary of State. (Section 42:2B-8.1). $50 filing fee.
Publication requirement: No.
Effective date of limited liability company organization: On the date of official approval of Certificate of Formation, the
company becomes a legal entity and the members are shielded from personal liability. This date may be delayed to a date stated
in the Certificate of Formation. (Section 42:2B-11(b)).
Membership requirements: Minimum number of members required is one. The member may be a natural person or a business
entity. (Section 42:2B-2).
Other requirements: None.