1300 W. Washington St. Phoenix, AZ 85007-2929 ARIZONA CORPORATION COMMISSION CORPORATIONS DIVISION Phone: 602-542-3026 Toll free (within AZ only): 1-800-345-5819 www.azcc.gov GENERAL FILING INSTRUCTIONS FOR LLCs AND PROFESSIONAL LLCs Pursuant to A.R.S. TITLE 29, CHAPTER 4 ARTICLES OF ORGANIZATION: Select whether you wish to form a LIMITED LIABILITY COMPANY or a PROFESSIONAL LIMITED LIABILITY COMPANY. Section 1. Proposed Name Indicate the proposed name of the company. Make sure the company name has the appropriate ending pursuant to the A.R.S. §29-602(A), or for professional LLC pursuant to A.R.S. §29-845. You can review the Commission's Name Standards Policy or check and reserve a name on our website www.azcc.gov/divisions/corporations/filings/namingpolicy.asp. Web access is available to the public at our Phoenix and Tucson Offices. If you are the holder of a trade name that is identical to the proposed name, you must attach a copy of the Trade Name Certificate. Section 2. Known Place of Business Indicate the street address of the known place of business in Arizona. The street address of the known place of business may be the same as the street address of the statutory agent. Section 3. Statutory Agent The law requires that the LLC have a statutory agent. A statutory agent is either an individual that is a permanent, full-time resident of Arizona or an entity that is registered in the records of the Arizona Corporation Commission. The statutory agent is the person that will accept service of lawsuit papers if the LLC is sued, and it is the person that the Arizona Corporation Commission will send official notices to. Indicate the name and street address of the statutory agent in Arizona. The statutory agent must provide a signature acknowledging acceptance of the appointment as the statutory agent. Section 4. Professional services (required only for Professional LLCs) The Professional LLC must state the type of professional services that the company is organized to perform, for example, "law office" or "medical services." Section 5. Life Period Indicate whether the LLC has a dissolution date or if its life period will be perpetual. Section 6. Management Structure Indicate if management is reserved to the members or vested in one or more managers. If reserved to the members, indicate the name and address of all members. If vested in a manager, indicate the name and address of each manager AND of each member who owns 20% or greater interest in the capital or profits of the company. LL:0004 Rev: 03/2011 Page 1 of 4 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkFlow.com Section 7. Signature The organizer must sign the document. The organizer can be, but does not have to be, a member or manager of the LLC. Print the name of the person signing. ADDITIONAL REMINDERS: Cover Sheet Attach a completed submission cover sheet for each filing. Fees (Pursuant to ARS §29-851) Attach the required filing fee of $50. Expedited service is available for an additional $35 fee. Please make checks payable to the ARIZONA CORPORATION COMMISSION. Publication Requirements (Pursuant to ARS §29-635) Within sixty 60 days after the Commission has approved the filing, you must publish the Articles of Organization in a newspaper of general circulation in the county of the known place of business in Arizona, for three (3) consecutive publications. DO NOT PUBLISH UNTIL THE COMMISSION APPROVES THE FILING. A list of acceptable newspapers in each county will accompany the approval letter and is posted on the Commission website at: www.azcc.gov/Divisions/Corporations. The Limited Liability Company may be subject to dissolution if it fails to publish. Filing an affidavit of publication is not necessary. Website The LLC may view its records on the commission's website: www.azcc.gov/Divisions/Corporations. LLC Statutes The laws concerning LLCs are found in the Arizona Revised Statutes, Title 29, and are accessible through the following link: www.azleg.gov. NOTE: Any sample forms included with this Instruction Sheet reflect the minimum requirements set forth in the Arizona Limited Liability Company Act. They do not presume to include each and every clause that could pertain to the individual needs of your company. For such information, you should seek professional advice from a private source. ALL DOCUMENTS FILED WITH THE ARIZONA CORPORATION COMMISSION ARE PUBLIC RECORD AND ARE OPEN FOR PUBLIC INSPECTION. THIS MEANS THAT ALL ADDRESSES ARE VIEWABLE BY THE PUBLIC. LL:0004 Rev: 03/2011 Page 2 of 4 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkFlow.com _________________________________________________________________________________________________________________________ DO NOT WRITE ABOVE THIS LINE, FOR ACC USE ONLY ARTICLES OF ORGANIZATION DO NOT PUBLISH THIS SECTION NOTE: A professional limited liability company is an LLC organized for the purpose of rendering one or more categories of licensed professional service. Professional service is defined as a service that may be lawfully rendered only by a person licensed in this state to render the service. 1. The LLC name must contain the words "limited liability company or "limited company" or the abbreviations "L.L.C.", "L.C.", "LLC", or "LC". The Professional LLC name must contain the words "professional limited liability company or the abbreviations "P.L.L.C.", "P.L.C.", "PLLC", or "PLC." 2. Must be an Arizona address. DO NOT LEAVE THIS SECTION BLANK Select one. This form may be used for: ARIZONA LIMITED LIABILITY COMPANY (A.R.S. §29-632) ARIZONA PROFESSIONAL LIMITED LIABILITY COMPANY (A.R.S. §29-841.01) 1. The name of the organization: A. ________________________________________________________________ LLC Name Reservation File Number (if one has been obtained ­ if not, leave this line blank). B. ________________________________________________________________ Limited Liability Company Name 2. Known place of business in Arizona (If address is the same as the street address of the statutory agent, write "same as statutory agent". DO NOT LEAVE THIS SECTION BLANK): Address____________________________________________________________ City_____________________________ State ________________ Zip__________ 3. The name and street address of the statutory agent in Arizona: Name_____________________________________________________________ Address_________________________________________________