Form Nlc - Articles Of Organization - Nonprofit Limited Liability Company - 2012 Page 2

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FILING INSTRUCTIONS

ARTICLES OF ORGANIZATION

NAME

The limited liability company name must contain the words “limited liability company” or “limited company” or the abbreviation “LLC” or “LC.” The word “Limited,” may

be abbreviated as “LTD.” And the word “Company” may be abbreviated as “CO.” A limited liability company name must be distinguishable from any name on record

with the Office of the Secretary of State.

REGISTERED OFFICE AND REGISTERED AGENT

The registered office of the business entity must be in Kentucky and maintain a street address (a PO Box is insufficient for the registered office address). In order to

transact business in Kentucky, the registered agent shall be an individual resident of Kentucky, a Kentucky domestic corporation, a Kentucky domestic non-

corporation, a Kentucky domestic limited liability company, a foreign corporation, a foreign non-corporation or a foreign limited liability company authorized to transact

business in Kentucky. The registered agent is the individual or business designated to receive service of process in the event the business is party to a legal action.

The company seeking formation shall not act as its own registered agent.

CONSENT OF REGISTERED AGENT

Unless the registered agent signs the certificate, the corporation must deliver with the certificate of authority, the registered agent’s consent to the appointment. The

registered agent must give written consent to act as agent on behalf of the corporation. If the registered agent is a corporation an officer or the chairman of the board

of directors must sign on behalf of the corporation. If the registered agent is a limited liability company and management of the company is vested in one or more

managers, a manager must sign on behalf of the limited liability company. If management of the company is vested in its members, a member must sign. The person

signing on behalf of the business entity acting as agent must designate the title or capacity in which he or she signs.

PRINCIPAL OFFICE ADDRESS

The principal office is the office (in or out of this state) so designated in writing with the Office of the Secretary of State where the principal designated office of the

business entity is located. This address is where all correspondence from the Office of the Secretary of State (See Document Delivery) will be mailed.

MANAGEMENT

“Manager(s)” means that the non-profit limited liability company has set forth in its articles of organization that it is to be managed by managers. “Member(s)” means

the person(s) who have been admitted to membership in a non-profit limited liability company

PURPOSE

A non-profit limited liability company must state the purpose for which it is organized. The purpose can be any lawful purpose or purposes including, but not limited to:

charitable; benevolent; eleemosynary; educational; civic; patriotic; political; governmental; religious; social; recreational; fraternal; literary; cultural; athletic; scientific;

scientific; agricultural; horticultural; animal husbandry; and professional, commercial, industrial or trade association.

DELAYED EFFECTIVE DATE AND TIME

The document will be effective on the date and time of filing, unless a delayed effective date and/or time is specified. The effective date or the delayed effective date

cannot be prior to the date the application is filed. A delayed effective date may not be later than the 90

day after the date of filing.

WHO MAY SIGN

The documents must be signed by the organizer.

DOCUMENT DELIVERY

A file stamped postcard will be sent to the principal office address. If the applicant wishes for the document to be sent to an alternate address other than the principal

office, a request must be submitted in writing affirming that request. Alternate address requests must be submitted with each document filed with the Office of the

Secretary of State.

ADDITIONAL ARTICLES OF ORGANIZATION OR NEED TO MODIFY THE EXISTING FORM

If this form does not comply with the articles of organization that you wish to file (ie: additional articles, signatures, etc.), please disregard this form and send an

executed copy of the articles of organization to the address below.

NUMBER OF COPIES

When filing online with the One Stop Business Portal system, no copies are required. If filing via mail or in person, one exact or conformed copy of the documents with

the filing fee must be submitted to the address below. To make a copy of the filing for delivery to the local county clerk’s office, visit and print a copy

from the organization search tool.

FILING FEE

The filing fee for this document is $40.00. Your check should be made payable to the "Kentucky State Treasurer."

MAILING ADDRESS

OFFICE LOCATION

Alison Lundergan Grimes

Room 154, Capitol Building

Office of the Secretary of State

700 Capital Avenue

P. O. Box 718

Frankfort, KY 40601

Frankfort, KY 40602-0718

Hours of Operation: 8:00 AM-4:30 PM ET

CONTACT INFORMATION AND NAME AVAILABILITY

If you have any questions, need additional forms or wish to search for name availability, please feel free to visit our website at or call our office at 502-

564-3490.

FUTURE DOCUMENTATION REQUIREMENTS AND DEADLINES: The limited liability company must file an annual report with the Office of the Secretary of State

between January 1 and June 30 of the year following the calendar year in which the corporation was formed. Subsequent annual reports must be filed with the Office

of the Secretary of State between January 1 and June 30 of the following calendar years. A statement of change of the registered agent and/or registered office

address or principal office address must be filed with the Office of the Secretary of State whenever a change has occurred involving any of the above categories.

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