Form Llc-1 - Certificate Of Formation Of A New Hampshire Limited Liability Company, Form Sra - Addendum To Business Organization And Registration Forms
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5State of New Hampshire
CERTIFICATE OF FORMATION
OF A NEW HAMPSHIRE LIMITED LIABILITY COMPANY
INSTRUCTIONS FOR COMPLETING FORM LLC-1 (RSA 304-C:31)
11 STEPS TO AVOID REJECTION
1. The form must be completed in ink; pencil or erasable ink is not acceptable. A one inch margin must be maintained;
the pages cannot be double-sided.
2. Article First: The name must contain one of the following designations: Limited Liability Company, L.L.C., L. L. C. or
LLC (per RSA 304-C:32)
3. Article Second: The law requires that the certificate of formation include a primary nature of business, such as “sales
and manufacturing of disposable products” or “software consulting and development.” We cannot accept a general
clause such as “sales and manufacturing”, “consulting and development”, or “any lawful activity.” You need to include
a descriptive word. Refer to RSA 304-C:21 for nature of business permitted.
4. Article Third: A registered agent and registered office must be provided. The registered agent must reside in New
Hampshire and is the person who would receive service of process should the limited liability company be sued. The
registered office is the registered agent’s business address where the registered agent can be found for in-hand
service of process; it cannot be served to a post office box. A street address or physical address must be
provided in addition to a post office box.
5. Article Fourth: If a specific date of dissolution is set, a full date (month, day, year) must be stated. We cannot
calculate dates. If no specific date of dissolution is set, “none”, “perpetual” or “ongoing” is acceptable.
6. Article Fifth: The certificate of formation must state whether or not management is vested in a manager(s). If
management is vested in a manager(s), this line must be completed as “is”. If management is not vested in a
manager(s), this line must be completed with “is not”. “Is” or “is not” are the only two acceptable entries.
7. Article Sixth: The certificate of formation must contain the following statement: The sale or offer for sale of any
ownership interests in this business will comply with the requirements of the New Hampshire Uniform Securities Act
(RSA 421-B).
8. The title and printed name of the person signing the documents must be stated beside or below his/her signature.
RSA 304-C:28 V requires that the documents be signed by a “manager” and if there is no manager, by a “member”.
If Article Fifth states “is not”, the title of the person signing must be member. If Article Fifth indicates “is”,
the title must be manager. No other title will be accepted.
9. Refer to Instructions for Form SRA – Addendum to Business Organization and Registration Forms for
assistance in completing that form.
10. The total filing fee is $100.00. This is comprised of $50.00 for the certificate of formation plus $50.00 for the
addendum.
11. Any other matters the members decide to include may be added. If more space is needed, attach additional pages.
PLEASE NOTE: The name will be searched for availability upon receipt of these documents. If the filing has been
accepted, you will receive a filed-stamped copy within 30 days. If you do not receive an acknowledge-ment, please
contact our office. Checks are deposited upon receipt. If the check has been cashed, it only indicates we have received
the document. A cashed check is not an indication that the document has been accepted and filed.
Mail fees, DATED AND SIGNED ORIGINAL AND FORM SRA to: Corporation Division, Department of State, 107 North Main Street,
rd
Concord NH 03301-4989. Physical location: 25 Capitol Street, 3
Floor, Concord, NH 03301.
Form LLC-1 Instruct.
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