Limited Liability Company: Formation

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Presentation transcript:

Limited Liability Company: Formation Audio will begin automatically on the next slide.

General Overview Choose a home state File formation documents Apply for relevant authorities to do business Draft an operating agreement

Home State State of formation = home state Internal affairs doctrine Disputes involving the internal affairs of a limited liability company shall be resolved under the rules of the state of formation. Domestic LLC vs. Foreign LLC Authority to do business in New York Still operate under NY law

Two Pathways Domestic LLC Foreign LLC File Articles of Organization ($200) Publish notice of formation in two newspapers for six consecutive weeks (cost varies) File the Certificate of Publication ($50) Draft an Operating Agreement Follow formation rules for home state (varies between home states) File Application for Authority to do business in New York ($250) Publish notice of qualification of the LLC in two newspapers for six consecutive weeks (cost varies) File the Certificate of Publication ($50) Draft an operating agreement if not done so upon formation in foreign state

Articles of Organization Name Location Designation of the Secretary of State as agent Designation of other agents Dissolution date or event Member liability Manager-managed (if applicable)