Glossary/Filings & Documents/Articles of Organization
Filings & Documents

Articles of Organization

Articles of Organization is the state filing that creates a Limited Liability Company (LLC), naming the entity, its registered agent, and its members or managers.

What Articles of Organization is

The Articles of Organization is the equivalent of the Articles of Incorporation but for an LLC instead of a corporation. It is filed with the state where the LLC is formed - Delaware, Wyoming, New Mexico, Florida, Texas and so on - and once accepted by the Secretary of State the LLC legally exists.

Required content typically includes the LLC name (which must include LLC, L.L.C., or Limited Liability Company), the registered agent name and street address in the state of formation, the principal office address, whether the LLC will be member-managed or manager-managed, the duration (perpetual unless stated otherwise), and the name of the organizer.

Some states (notably California) also require an initial Statement of Information within 90 days. Unlike Articles of Incorporation, the Articles of Organization do not allocate share capital - the economic terms of an LLC live in the Operating Agreement, which is a private contract among members and is not filed with the state.

This separation makes the Articles of Organization simpler and shorter than an Articles of Incorporation, often just a one-page form. Foreign-owned single-member LLCs filed in Wyoming, New Mexico, or Delaware are a popular structure for non-resident founders who want a US bank account and Stripe access without exposing US shareholders to dual-class share complexity.

When you will meet Articles of Organization

You file the Articles of Organization as the first step in forming a US LLC. Most non-resident founders use Wyoming or Delaware via a registered-agent service like Northwest, Harbor Compliance, or Stripe Atlas. The state-issued certificate is what you submit to banks and payment processors as proof of formation, alongside the EIN letter (CP 575).

Annual obligations vary by state - Wyoming requires a 60 US dollar annual report, Delaware a 300 US dollar franchise tax, California an 800 US dollar minimum franchise tax.

Where this comes up in our guides

Articles of Organization FAQ

Articles of Organization create an LLC; Articles of Incorporation create a corporation. The LLC version is simpler because it does not authorize shares - the ownership and economic structure live in the Operating Agreement, which is private. The corporation version always specifies authorized share classes and counts.
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Filings & Documents
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Sources
  1. 1Wyoming Secretary of State - LLC Filing
  2. 2Delaware Division of Corporations - LLC Forms
  3. 3IRS - LLC Filing as a Corporation or Partnership
Definition reviewed March 2026.
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