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Restated Articles Of Organization Form. This is a California form and can be use in Limited Liability Companies Secretary Of State.
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Tags: Restated Articles Of Organization, LLC-10, California Secretary Of State, Limited Liability Companies
State of California
Secretary of State
LIMITED LIABILITY COMPANY
RESTATED ARTICLES OF ORGANIZATION
A $30.00 filing fee must accompany this form.
IMPORTANT – Read instructions before completing this form.
1.
3.
SECRETARY OF STATE FILE NUMBER
2.
This Space For Filing Use Only
NAME OF LIMITED LIABILITY COMPANY:
NAME OF LIMITED LIABILITY COMPANY IF DIFFERENT FROM ITEM 2. (END THE NAME WITH THE WORDS “LIMITED LIABILITY COMPANY” OR “LTD.
LIABILITY CO.” OR THE ABBREVIATIONS “LLC OR L.L.C.”)
4.
FUTURE EFFECTIVE DATE, IF ANY:
5.
THE PURPOSE OF THE LIMITED LIABILITY COMPANY IS TO ENGAGE IN ANY LAWFUL ACT OR ACTIVITY FOR WHICH A LIMITED
LIABILITY COMPANY MAY BE ORGANIZED UNDER THE BEVERLY-KILLEA LIMITED LIABILITY COMPANY ACT.
6.
CHECK THE APPROPRIATE PROVISION BELOW AND NAME THE AGENT FOR SERVICE OF PROCESS
MONTH:
[
[
DAY:
YEAR:
] AN INDIVIDUAL RESIDING IN CALIFORNIA. PROCEED TO ITEM 7
] A CORPORATION WHICH HAS FILED A CERTIFICATE PURSUANT TO SECTION 1505. PROCEED TO ITEM 8.
AGENT'S NAME:
7.
CALIFORNIA ADDRESS OF THE AGENT FOR SERVICE OF PROCESS. COMPLETE ONLY IF AN INDIVIDUAL.
ADDRESS
CITY
8.
[
[
[
9.
STATE:
CA
ZIP CODE:
THE LIMITED LIABILITY COMPANY WILL BE MANAGED BY: (CHECK ONE)
] ONE MANAGER
] MORE THAN ONE MANAGER
] ALL LIMITED LIABILITY COMPANY MEMBER(S)
OTHER MATTERS TO BE INCLUDED IN THIS CERTIFICATE MAY BE SET FORTH ON SEPARATE ATTACHED PAGES AND ARE MADE A
PART OF THIS CERTIFICATE. OTHER MATTERS MAY INCLUDE THE LATEST DATE ON WHICH THE LIMITED LIABILITY IS TO DISSOLVE.
10.
TOTAL NUMBER OF PAGES ATTACHED, IF ANY:
11.
IT IS HEREBY DECLARED THAT I AM THE PERSON WHO EXECUTED THIS INSTRUMENT, WHICH EXECUTION IS MY ACT AND DEED.
SIGNATURE OF AUTHORIZED PERSON
DATE
TYPE OR PRINT NAME AND TITLE OF AUTHORIZED PERSON
12.
RETURN TO:
NAME
FIRM
ADDRESS
CITY/STATE
ZIP CODE
SEC/STATE FORM LLC-10 (Rev. 03/2005) – FILING FEE $30.00
APPROVED BY SECRETARY OF STATE
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Secretary of State
Business Programs Division
th
rd
1500 11 Street, 3 Floor
Sacramento, CA 95814
Business Entities
(916) 657-5448
EXPANSION OF PRECLEARANCE AND EXPEDITED FILING SERVICES
(Effective Monday, October 2, 2006)
We are pleased to announce that our preclearance and expedited filing services have been
expanded to include all business entity documents filed with the Secretary of State pursuant
to the California Corporations Code, the California Financial Code or the California Insurance
Code. These services, previously offered only for specified corporate documents, are now
available for all corporate, limited liability company and limited partnership documents,
including interspecies mergers and conversions, and for all other documents filed by other
entity types. In addition, the number of copies required to be submitted for the preclearance
service has been reduced from two to one.
Preclearance service provides a customer with the opportunity to submit a business entity
document in person to the Secretary of State’s Sacramento office prior to filing to determine if
the document conforms to law and to receive a preclearance response within a guaranteed
time frame.
Expedited filing service provides a customer with the opportunity to submit for filing a
business entity document in person to the Secretary of State’s Sacramento office and to
receive a filing response within a guaranteed time frame.
Please refer to the Secretary of State’s website at http://www.ss.ca.gov/business/precexp.htm
for detailed information regarding the preclearance and expedited filing services.
Authority cited: Title 2, California Code of Regulations, sections 21904 and 21905; and
Government Code section 12182.
PRECEXP NOTICE (10/2006)
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INSTRUCTIONS FOR COMPLETING RESTATED ARTICLES OF ORGANIZATION (LLC-10)
For easier completion, this form is available in a “fillable” version online at the Secretary of State’s website at
http://www.ss.ca.gov/business/business.htm. The form can be filled in on your computer, printed and mailed to the Secretary of
State, Document Filing Support Unit, P O Box 944228, Sacramento, CA 94244-2280 or can be delivered in person 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.
FILING FEE: The filing fee is $30.00. Make the check(s) payable to the Secretary of State and send the executed document and filing fee
to the address stated above.
Statutory filing provisions can be found in California Corporations Code section 17054(f). All statutory references are to the California
Corporations Code, unless otherwise stated.
Complete the Restated Articles of Organization (Form LLC-10) as follows:
Item 1.
Enter the file number issued by the California Secretary of State.
Item 2.
Enter the name of the limited liability company as filed with the California Secretary of State.
Item 3.
If the name of the limited liability company is being amended, the name shall contain the words “Limited Liability Company”, “Ltd.
Liability Co.” or the abbreviation “LLC” or “L.L.C.” at the end. The name of the limited liability company may not contain the words
“bank,” “trust,” “trustee,” “incorporated,” “inc.,” “corporation,” or “corp.,” and shall 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.
(Section 17052.)
Item 4.
Enter the future effective date of the Restated Articles of Organization (LLC-10), if any. If none is indicated, the Restated Articles
of Organization (LLC-10) shall be effective upon filing with the California Secretary of State.
Item 5.
Execution of this document confirms the following statement which has been preprinted on the form and may not be altered:
“The purpose of the limited liability company is to engage in any lawful act or activity for which a limited liability company may be
organized under the Beverly-Killea Limited Liability Company Act.” Provisions limiting or restricting the business of the limited
liability company may be included as an attachment.
Item 6.
Enter the name of the agent for service of process in this state. Check the appropriate provision indicating whether the agent is
an individual residing in California or a corporation which has filed a certificate pursuant to Section 1505 of the California
Corporations Code. If an individual is designated as agent, proceed to item 7. If a corporation is designated, proceed to item 8.
Item 7.
If an individual is designated as the agent for service of process, enter an address in California. Do not enter “in care of” (c/o) or
abbreviate the name of the city. DO NOT enter an address if a corporation is designated as the agent for service of process.
Item 8.
Check the appropriate provision indicating whether the limited liability company is to be managed by one manager, more than one
manager, or all the limited liability company member(s). (Section 17051(a)(5).)
Item 9.
The Restated Articles of Organization (LLC-10) may include other matters that the person filing the certificate determines to
include. Other matters may include the latest date on which the limited liability company is to dissolve. If other matters are to be
included, attach one or more pages setting forth the other matters.
Item 10.
Enter the number of pages attached, if any. All attachments should be 8½” x 11”, one-sided and legible.
Item 11.
The Restated Articles of Organization shall be executed, with an original signature and title, of at least one manager unless a
greater number is provided for in the Articles of Organization.
If the Restated Articles of Organization (LLC-10) are signed by an entity, the person who signs for the entity must note the exact
entity name, his/her name, and his/her position/title.
If the Restated Articles of Organization (LLC-10) are signed by a trust, the certificate must be signed by a trustee as follows:
___________, trustee for_____________ trust (including the date of the trust, if applicable). Example: Mary Todd, trustee of the
Lincoln Family Trust (U/T/A 5-1-94).
Item 12.
•
Enter the name and address of the person or firm to whom a copy of the filing should be mailed.
For further information contact the Business Filings Section at (916) 657-5448.
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