When a business organization is formed, it has to be registered with the State LLC Article of Organization. It is a process that allows an organization to register as a legal entity and have protection from individual member lawsuits or creditors.
In Arizona, there are two ways to file for Articles of Organization: online and paper application. Once the organization is formed, the registered agent has to file an Annual Report.
Step 1: Get Your Articles of Organization Forms
There are three main forms required to be filed with the Arizona Corporation Commission for a Foreign LLC:
- Articles of Organization
- Statement of Name Reservation (if no business name is selected)
- Application for Registration as a Foreign Limited Liability Company.
The forms can be found on the Arizona Corporation Commission website or you can get the forms from a representative at the Corporation Commission office.
The filing fee for an LLC is $50, which covers a single-member Arizona LLC. For multi-member LLCs, the fee is $75. The actual cost can change without notice to us.
Online Application:
If you submit your Articles of Organization online and pay $50, your LLC will be recognized in 14-16 business days. A signed Statutory Agent Acceptance form is required. If you don't submit the form, the system won't allow you to select a $50 filing fee at checkout.
If you submit your Articles of Organization online and pay $85, your LLC may be approved in just one day. You should not include a signed Statutory Agent Acceptance letter with your filing.
Your Statutory Agent will accept their position by clicking an email link sent from the AZCC instead. As a result, as soon as the Statutory Agent Acceptance form is received by the Corporation Commission, your Arizona LLC will be recognized.
Paper Application:
If you need to submit a paper application and pay $50, your Arizona LLC will be recognized in 14-16 business days once we receive it and file it with the Corporation Commission. A signed Statutory Agent Acceptance form is required with this type of filing.
If you need to submit a paper application and pay $85, your Arizona LLC may be approved in just one day with this type of filing.
You should not include a signed Statutory Agent Acceptance letter with your filing as the form will be submitted electronically by our staff instead.
Your Statutory Agent will accept their position by clicking an email link sent from the AZCC instead. As a result, as soon as the Statutory Agent Acceptance form is received by the Corporation Commission, your Arizona LLC will be recognized.
Step 2: Fill Out the Articles of Organization
The Arizona LLC articles are the first form required to be filed with the Corporation Commission. The articles will include basic information about your organization, such as name, business type, registered agent and address.
Entity Name:
You must include the name of your Arizona
LLC in this section. The name must comply with Arizona Corporation Commission, which means it cannot be misleading or too similar to another registered foreign Limited Liability Company.
When you pick a business name, you must first verify that it is suitable:
- Meets the Arizona naming guidelines.
- There are no restrictions on how many times you can use it.
Follow the guidelines for naming your business in Arizona:
- Your LLC's name must contain the following words or abbreviations: limited liability company, limited company, L.L.C., L.C., LLC, or LC.
- Your name cannot include the terms "association," "corporation," "incorporated," or any abbreviations of those words.
- Your name cannot include words that could confuse your Arizona LLC with a government agency (FBI, Treasury, State Department, etc.).
- Your company name must be unique within the state.
Registered Agent and Principal Office Address
You must list the address of your LLC's Arizona statutory agent, which is where legal documents can be served. The statutory agent's address must comply with the Arizona Corporation Commission.
The physical address should include a name and suite or room number (if applicable). You cannot list a post office box or other commercial mail-receiving agency as a business address.
If you would like a P.O. Box as your mailing address, you may list this as a secondary address on the line provided.
However, it is not considered a principal office location and cannot be used to establish jurisdiction or venue for court proceedings or service of process since courts require a physical street address instead of a PO Box.
You may list a commercial mail-receiving agency as a secondary address, not a principal office location.
The physical address should include a name and suite or room number (if applicable). You cannot list a post office box as a business address.
Governing Authority
You must indicate what type of authority your Arizona LLC will use to conduct business. It is up to you which governing law you select, but you should make sure it best represents your organization.
Arizona LLCs are required to have a member-managed or a manager-managed form of government.
- A Member-Managed Arizona LLC is one where all of the members can bind the Arizona LLC in contracts and agreements, as well as manage the company and day-to-day operations.
- A Manager-Managed Arizona LLC is a type of LLC that allows only one, or a few designated people (called "Managers") to bind the business and day-to-day operations in contracts and agreements.
The other members are unable to contact the Limited Liability Company and cannot take part in running it. Instead, they play a passive/investor role
Step 3: File the Articles of Organization
After you have filled out the Arizona articles at the Arizona Department, you must sign and date them. You can choose to sign as an individual or as a representative on behalf of your LLC in Arizona.
If an agent will be filing the articles on behalf of your LLC, they must include a copy of their notarized agency authority with your application.
Remember: your filing will not be accepted if you fail to include the $50 filing fee.
The articles must be sent to the AZCC in one of two ways:
- Using our online filing portal.
- By mail using form ACD 201.3 (fill-able)
If your LLC is already recognized in another state, you are not required to file articles of organization. However, if you choose to do so, the articles should be sent in duplicate with a statement about your LLC's registration in another state, along with a copy of your foreign registration document.
The following are the requirements:
- A professional LLC in Arizona must follow many more regulations, and you must have completed the same tests.
- the LLC's name
- the service your LLC provides
- registered agent's name and address
- the business address of the LLC in Arizona
- whether the LLC will be member-managed or manager-managed, and
- A name, address, and contact information for the LLC's creator
The articles may be completed and filed electronically or by postal mail. You can obtain a copy of the Articles of Organization form from the Arizona Corporation Commission website and file it via regular mail.
Include a copy of the Statutory Agent Acceptance form with your Articles of Organization.
Or you ask for help from a professional agency like ZenBusiness.
Create an Operating Agreement
If you choose a multi-member LLC in Arizona, it is highly recommended that you draft an operating agreement. The AZCC does not require your LLC to have an operating agreement, however, without one, the members will be placed into a default management structure.
Drafting one can protect both yourself and your partners from serious legal disputes as well as prevent misunderstandings about the responsibilities and rights of each LLC member.
An operating agreement should include clauses that cover how your LLC in Arizona will be run, including financial matters, roles within the company, what happens in a member's absence or death, and anything else you feel is relevant.
Get an EIN
Filing an LLC is a great way for small businesses to establish themselves as their own entity and decrease overhead costs. However, they lack the tax benefits of a traditional corporation which include limited liability and taxation as a separate entity.
So, if you want to receive these benefits, your LLC must apply for an EIN (Employer Identification Number).
A Federal Employer Identification Number is a nine-digit number that the Internal Revenue Service uses to identify your company. Without it, your business will be unable to open bank accounts, get credit or loans, or even issue W2s. You can apply for an EIN by mail on Form SS-4 (fillable).
IncFile is a reliable resource if you require assistance getting the EIN number.
Open a Business Bank Account
With an EIN, you are able to open a bank account. This will make it easier for your company to collect funds and pay bills, as well as track all of your transactions.
The only requirement is that the name on the account must match the LLC's name exactly.
If you plan to open a personal account for your LLC, make sure you draft a resolution to do so. With this, your bank will be more willing to help if there is an issue with the account.
Get Licenses and Permits
Depending on what your professional Limited Liability Company does, you may need to get licenses and permits.
An occupational license is a legal document that allows your company to operate in a commercial capacity and is required for various professions such as lawyers and doctors.
A business license is necessary for any commercial or public offering activity conducted by your LLC. This can include advertising, selling goods, renting out space, and many more.
Another type of license is a sales tax permit. This allows you to collect state and local taxes on the products that your company sells. You must apply for this at both the state and local levels.
FAQs
How Do I Get Articles of Organization in Arizona?
You can obtain a copy of the Articles form from the Arizona Corporation Commission website and file it via regular mail. Include a copy of the Arizona LLC Statutory Agent Acceptance form with your articles.
What Is an Article of Organization Arizona?
It is a document that creates your company and establishes its official existence. This must be filed with the AZCC by mail or electronically.
Do Articles of Organization Need to Be Published in Arizona?
No, they do not need to be published in the state.
Is an LLC Operating Agreement Required in Arizona?
The AZCC does not require your LLC to have an operating agreement, however, without one, the members will be placed into a default management structure.
This can lead to serious legal disputes so it's recommended that you draft one even if it's not required by law.
How Much Does It Cost to Register an LLC in Arizona?
The filing fee for articles of organization in AZ is $50.
Arizona Articles of Organization: Conclusion
In conclusion, it is important to follow all necessary steps when filing LLC articles of organization in Arizona.
This includes getting an EIN, business bank account, licenses, and permits.
It is also recommended that you have an operating agreement even though it's not required by law. The AZCC offers a variety of resources so feel free to contact them if you have any questions.
As an alternative, ZenBusiness provides a superior LLC Formation solution.
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