Instructions For Completing The Articles Of Organization (Form Llc-1)

Instructions for Completing the Articles of Organization (Form LLC-1)

Where to File: For easier completion, this form is available on the Secretary of State's website at

and can be viewed, filled in and printed from your computer. The completed

form along with the applicable fees can be mailed to Secretary of State, Document Filing Support Unit, P.O. Box 944228,

Sacramento, CA 94244-2280 or delivered in person (drop off) to the Sacramento office, 1500 11th Street, 3rd Floor,

Sacramento, CA 95814. If you are not completing this form online, please type or legibly print in black or blue ink. This

form is filed only in the Sacramento office.

Legal Authority: Statutory filing requirements are found in California Corporations Code sections

17051 and

17052. All

statutory references are to the California Corporations Code, unless otherwise stated.

Fees: The fee for filing Form LLC-1 is $70.00. A $15.00 special handling fee is applicable for processing documents

delivered in person (drop off) to the Sacramento office. The special handling fee is in addition to the filing fee, should be

included in a separate check, and will be retained whether the document is filed or rejected. The preclearance and/or

expedited filing of a document within a guaranteed time frame can be requested for an additional fee in lieu of the special

handling fee. Please refer to the Secretary of State's website at

for

detailed information regarding preclearance and expedited filing services. The special handling fee or preclearance and

expedited filings services are not applicable to documents submitted by mail. Check(s) should be made payable to the

Secretary of State.

Copies: The Secretary of State will certify two copies of the filed document without charge, provided that the complete

copies with any attachments are submitted to the Secretary of State with the document to be filed. Any additional copies

submitted will be certified with payment of $8.00 per copy.

Professional Services: Pursuant to Section 17375, a California limited liability company may not render professional

services, as defined in Sections

13401(a) and

13401.3. Professional services are defined as any type of professional

services that may be lawfully rendered only pursuant to a license, certification, or registration authorized by the California

Business and Professions Code, the Chiropractic Act, the Osteopathic Act or the Yacht and Ship Brokers Act. If your

business is required to be licensed, certified or registered, it is recommended that you contact the appropriate licensing

authority before filing with the Secretary of State’s office in order to determine whether your services are considered

professional. For licensing requirements in the state of California, please refer to the CalGold website at

or the California Department of Consumer Affairs website at

Minimum Tax Requirement: Filing this document shall obligate most limited liability companies to pay an annual

minimum tax of $800.00 to the Franchise Tax Board pursuant to California Revenue and Taxation Code section 17941.

Complete the Articles of Organization (Form LLC-1) as follows:

Item 1. Enter the name of the limited liability company.

The name must end with the words “Limited Liability

Company,” or the abbreviations “LLC” or “L.L.C.” The words “Limited” and “Company” may be abbreviated to

“Ltd.” and “Co.,” respectively. The name of the limited liability company may not contain the words “bank,”

“trust,” “trustee,” “incorporated,” “inc.,” “corporation,” or “corp.,” and must not contain the words “insurer” or

“insurance company” or any other words suggesting that it is in the business of issuing policies of insurance

and assuming insurance risks.

Note: Name restrictions apply to most business entities. Please refer to our Name Availability webpage at

for business entity name regulations and the most common

statutory requirements and restrictions relating to the adoption of a business entity name in California.

Item 2. This statement is required by statute and should not be altered. Provisions limiting or restricting the business of

the limited liability company may be included as an attachment.

Items

Enter the name of the agent for service of process in California. An agent is an individual, whether or not

3 & 4.

affiliated with the limited liability company, who resides in California or a corporation designated to accept

service of process if the company is sued. The agent should agree to accept service of process on behalf of the

limited liability company prior to designation.

If a corporation is designated as agent, that corporation must have previously filed with the Secretary of State, a

certificate pursuant to Corporations Code section 1505. Note, a limited liability company cannot act as its

own agent and no domestic or foreign corporation may file pursuant to Section 1505 unless the corporation is

currently authorized to engage in business in California and is in good standing on the records of the Secretary

of State.

If an individual is designated as agent, complete Items 3 and 4. If a corporation is designated as agent,

complete Item 3 and proceed to Item 5 (do not complete Item 4).

LLC-1 INSTRUCTIONS (REV 04/2010)

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Instructions For Completing The Articles Of Organization (Form Llc-1) - 2010 Page 2

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