By The Wyoming LLC Attorney Team
Feb 11, 2023If you’re planning on starting your own Limited Liability Company (LLC) as a single member LLC or joining a partnership to form an LLC in Pennsylvania, there are certain things you need to know regarding the legal requirements you must follow, including fees, setting up properly for taxes, and providing necessary documentation. Certain pieces of documentation must be filed to the state government to make your Limited Liability Company a legal entity and to invoke the liability protection laws that you would benefit from.
One of these important documents is the Articles of Organization. Below, we have provided an insightful guide to understanding what the Articles of Organization in Pennsylvania are and how you would ensure that they are properly filed to avoid any legal disputes and penalties. Other considerations to add to your search before establishing your LLC include learning about operating agreements, annual reports, and the confidentiality of an anonymous LLC.
The Articles of Organization are official legal documents used to form a Limited Liability Company. Pennsylvania LLC Articles of Organization outline the most relevant features of an LLC such as the rights, powers, obligations, and liabilities. This document discloses all the state government needs to know about an LLC including all the relevant contact information.
The Articles of Organization not only tell the state relevant information about the LLC, but it is also what legalizes it. Without correct filing and approval of the Articles of Organization, an LLC is not legal or legitimate and could face legal prosecution or jeopardize the legal protection against liabilities that an LLC benefits from.
Pennsylvania Articles of Organization, also known as Pennsylvania Articles of Formation, are one of the most important documents of an LLC. Their purpose is to establish a Limited Liability Company, at the state level and legally declare it as a legitimate legally approved entity allowed to operate, serve, and profit in the state of Pennsylvania.
Not only does it establish the LLC and provide legality, but it also provides the state government with all of the information they may need to know. It provides an insight into the LLC and its members offering the state a look at what happens at the LLC, what it does, who is a part of it, who does what, and where to contact people. It is how the state gains an understanding of the LLC and can have an overview of what the entity is.
Articles of Organization, because they establish the LLC act as a Pennsylvania Certificate of Organization, also known as a Pennsylvania Certificate of Formation. This means that without filing your Articles of Organization, your LLC is not a legitimately formed company which can cause many legal issues.
It is incredibly important to file the Articles of Organization because without them your LLC is at risk of involuntary dissolvent. This is when the state forces your LLC to be dissolved, shut down, and can no longer operate. Not only would this cause the closure of your company and the loss of the income and jobs that it provides, but it could also mean you can’t reform your LLC in the future.
There are numerous pieces of information required to be provided on your Limited Liability Company’s Articles of Organization. This form should outline all of the needed information to provide the state with insight and understanding of the operations of the LLC and its members according to their roles.
These required pieces of information have a general similarity across states and typically have the same basis of requirements. However, they also have state-specific information that needs to be included in the Articles of Organization. This is why before filing your Articles of Organization you should check your state government's guidelines to ensure you have included all of the relevant information and to avoid any inaccuracies and accusations of fraudulent activity and misrepresentation.
In the state of Pennsylvania, the information required is as follows:
The main difference between the Articles of Organization and the Articles of Incorporation is how it is applied. This means that the basis of what these two Articles consist of is typically the same. They relay the same information, have the same requirements, the same purpose, and similar consequences of failure to file.
This means that both of these Articles provide the state with the appropriate, relevant information regarding an entity and disclose the same relevant information such as the name of the business, its location, the purpose, the founders' names and information, the registered agent, and more. So if the Articles are the same, then what’s the difference?
The difference is the context surrounding the Articles – what type of entity it is referring to. This means that if it is Articles of Organization it is referring to the Articles provided by a Limited Liability Company, whereas, if it is the Articles of Incorporation it is the legal document provided by a corporation.
LLCs and corporations differ in numerous ways. The most obvious being taxation and profit. With LLCs, taxes and profits are passed through the entity. However, corporations, are taxed as separate legal entities which each earns its income.
The expenses involved in forming an LLC consist of multiple components that you must fulfill to comply with state laws. Below is a breakdown of all the fees you must be mindful of paying on time:
When filing your Articles of Organization, there are four primary steps that you must follow. These are listed and explained below:
After this, you then want to:
When you submit the Pennsylvania LLC Articles of Organization, they must be approved by the state. This is the process of the governing body of Pennsylvania checking whether your Articles of Organization correctly correspond with the operations of your LLC at that time. They make sure that all of the information is true and up to date. Information provided should not be outdated and therefore incorrect.
They also check to make sure that the Articles of Organization of a Limited Liability Company are also filed to completion. This means no missing blanks or sections, no lack of information, and everything must be completed with all of the information required. Failure to do so would mean that the Articles of Organization would be disapproved by the state which would mean that the LLC is not a legal entity as of yet. The LLC would have to reapply again having made the amendments and pay the fee again.
A list of possible reasons the Articles would not be approved is below:
Many Limited Liability Companies, when filing their Articles of Organization opt to use a lawyer to help with this. This is because hiring a lawyer or a professional team of attorneys such as the ones at Wyoming LLC Attorney can help to make sure you file your Articles right. They know exactly what is required and know how to make sure that the document is up to date. This will lessen the chance of disapproval by the state which will save both money and time. Attorneys are well-versed in the appropriate filing procedures for the Articles of Organization, so enlisting their assistance ensures a correct and expedient process for your LLC.
This will allow you more time to observe the operations of your LLC while knowing that your team's supportive attorneys are doing everything in their power to strengthen the legal legitimacy of your company and protect yourself, your managers, your members, and your company from legal liability and prosecution. They can also offer you legal advice and answer any questions you may have at an affordable price.
If you are ready to form a Pennsylvania LLC and need to speak with one of our knowledgeable paralegals for assistance, complete the contact form or dial +1 (307) 683-0983.