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Articles of Organization
I need Articles of Organization for a corporation with a board of 3 directors, specifying quarterly meetings, a 65% majority for major decisions, and a fiscal year starting January 1st.
What is an Articles of Organization?
Articles of Organization is the legal document you file with your state to create a Limited Liability Company (LLC). It's like your LLC's birth certificate - it officially brings your company into existence and establishes its basic framework.
This essential filing typically includes your company's name, business address, registered agent details, and management structure. Once approved by your state's Secretary of State office, your Articles of Organization give your LLC its legal standing and unlock important benefits like liability protection and tax flexibility. Most states let you file online, though specific requirements vary by location.
When should you use an Articles of Organization?
You need to file Articles of Organization when starting a new LLC - it's the first essential step in legally forming your company. Many business owners file these documents when they're ready to separate their personal and business finances, protect their personal assets, or establish credibility with customers and vendors.
Filing becomes urgent before signing major contracts, leasing commercial space, hiring employees, or seeking business loans. Banks and other institutions require proof of your LLC's legal existence through filed Articles of Organization. Some states also mandate filing before you can obtain certain business licenses or permits.
What are the different types of Articles of Organization?
- Articles Of Association And Memorandum Of Association: Comprehensive dual-document structure defining both internal rules and external operations
- Company Articles Of Incorporation: Standard formation document for corporations, including shareholder rights and board structure
- Company's Articles Of Association: Detailed internal governance document focusing on operational rules and member relationships
Who should typically use an Articles of Organization?
- Business Owners/Founders: Primary users who file Articles of Organization to establish their LLC and gain liability protection
- LLC Members: Key stakeholders named in the document who share ownership and receive operating rights
- Registered Agents: Required representatives who accept legal documents on behalf of the LLC
- State Officials: Government employees who review, process, and approve the filing
- Business Attorneys: Legal professionals who often assist with preparation and ensure compliance
- Banks and Lenders: Institutions that require filed Articles as proof of legal business formation
How do you write an Articles of Organization?
- Company Name: Choose and verify your LLC name's availability through state databases
- Business Address: Secure a physical address for your LLC's official correspondence
- Registered Agent: Select someone to accept legal documents during business hours
- Management Structure: Decide between member-managed or manager-managed LLC format
- Owner Information: Gather names and addresses of all LLC members
- Filing Fees: Prepare payment for state-specific filing costs
- Operating Purpose: Draft a clear, concise statement of your business activities
What should be included in an Articles of Organization?
- Company Name: Legal business name with required LLC designator
- Principal Office: Physical street address where business records are maintained
- Registered Agent: Name and address for receiving legal documents
- Business Purpose: Brief description of company activities and operations
- Management Structure: Declaration of member-managed or manager-managed format
- Organizer Information: Name and signature of person filing the Articles
- Duration Statement: Specified term or perpetual existence declaration
- Member Information: Names and addresses of initial LLC members (if required by state)
What's the difference between an Articles of Organization and an Articles of Incorporation?
Articles of Organization and Articles of Incorporation serve similar purposes but for different business structures. While both create legal entities, they have key differences in application and requirements.
- Business Structure: Articles of Organization form LLCs, while Articles of Incorporation create corporations
- Complexity: Articles of Organization are typically simpler, requiring fewer details about management structure and ownership
- Tax Implications: LLCs offer more flexible tax options, while corporations face more rigid corporate tax structures
- Ownership Structure: LLCs have members and can be managed informally, while corporations require shareholders, directors, and formal corporate governance
- Filing Requirements: Articles of Incorporation often need more extensive documentation, including stock information and detailed corporate bylaws
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