Arizona LLC Formation

Over the past thirty years, there has been a bit of a revolution in the laws associated with legal entities that people choose to conduct business, principally because of the advent of the limited liability company. Limited liability companies, or LLCs as they are commonly called, provide the same limited liability protections as corporations, but require far fewer formalities of both formation and operations. The Arizona LLC Act requires only two actions to validly form an LLC in Arizona: 1) file articles of organization with the Arizona Corporation Commission and 2) publish notice of articles of organization filing. Filing of an affidavit of publication of the articles of organization with the Arizona Corporation Commission is optional. However, the aforementioned steps are the bare minimum, in order to provide for the internal governance of the LLC, an LLC operating agreement can be very useful.

1) File Articles of Organization

The Arizona LLC Act requires the Articles of Organization to contain: A) the name of the limited liability company, B) the name, street address in Arizona and signature of the agent for service of process, C) the address of the company's known place of business in Arizona, if different from the street address of the company's statutory agent, D) whether the LLC is member-managed or manger-managed, and E) the names of the managers, if member-managed, or the names of the members, if member managed. (ARS § 29-632) 

2) Publish Notice of Filing

The Arizona LLC Act requires: "Within sixty days after the commission approves the filing, there shall be published in a newspaper of general circulation in the county of the known place of business, for three consecutive publications, a notice of the filing of such articles of organization..." (ARS § 29-635)

3) File An Affidavit of Publication

Once the publication requirement has been fulfilled, "[a]n affidavit evidencing publication may be filed with the commission." (ARS § 29-635). This step is optional but encouraged in order to prove that the formation requirements were satisfied.

This brief overview of some important considerations associated with Arizona LLC formation is by no means comprehensive. Always seek the advice of a competent professional when making important business law-related decisions.

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