How To Fill Out The Nevada Articles of Organization

The Nevada Articles of Organization is the official document filed with the Nevada Secretary of State to establish a Limited Liability Company (LLC). After the filing is approved by the state, the business can officially begin operating and register for the necessary business licenses and permits.

To form a Nevada Limited Liability Company, you will need to submit the completed NRS 86 DLLC Articles of Organization form to the Nevada Secretary of State. The form can be completed and sent by mail or filed online.

Anyone can learn how to form their own LLC, but using an entity formation service like Zenbusiness, Northwest,
and IncFile guide you through the LLC formation process, so you will save time and know everything was done right.

IncFile is currently running a special where you only pay state fees for your LLC formation!

Let’s go over how to fill out the LLC Articles of Organization in Nevada. To get started, visit the Nevada Secretary of State’s website.

Step 1: Pick a Name for the LLC

The first step in filling out the Nevada Operating Agreement is to pick a business name.

There are a couple of requirements when choosing a Nevada LLC name.
1. The name of your LLC must not be too similar to the name of another business entity already registered with the state of Nevada. You can verify name availability by doing a Nevada LLC name search with the Nevada Secretary of State to be sure the LLC name is available.

2. The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– Limited-Liability Company
– Limited Company
– Limited
– Ltd
– L.L.C.
– LLC
– L.C.

Enter the LLC name including the identifier to continue. If you choose a name that is taken, the Nevada Secretary of State will return your application.

You will also see in this section two boxes. One to select Series Limited Liability Company and the other for Restricted Limited Liability Company.

A Series LLC is not a common choice and is typically found with real estate-related businesses. The Series LLC is essentially a master LLC with multiple LLCs underneath the umbrella. This entity provides liability protection across multiple asset groups or businesses, each of which would be protected from liabilities from the other series.

A Restricted LLC is one that can’t distribute any money to its owners in the first 10 years. (NRS 86. 161).

Step 2: Appoint a Registered Agent

One requirement to have an LLC in Nevada is to appoint a Nevada registered agent. The registered agent is a party that is located in the state of Nevada that will receive important notices and service of process (which means to accept papers that start a lawsuit) on behalf of the LLC. The address of the registered office must be a physical street address as a PO Box isn’t allowed.

Provided the LLC member lives in the state of Nevada, they may act as the registered agent or the agent can be an adult resident of the state or registered agent service.

Step 3: Enter a Dissolution Date

Most LLCs will be perpetual as there isn’t a set end date in mind to close the business. However, if there is a predetermined date the LLC will close, enter the date here. Otherwise, leave blank. This is more common for investment-related entities.

Step 4: Choose the Management Structure

This section asks if the LLC is Member-Managed or Manager-Managed.

– Member-Managed LLCs are LLC where the LLC members have an active involvement in the management of the business.
– Manager-Managed LLCs are LLCs where the members hire a manager to run the LLC, similar to a CEO of a corporation.

Step 5: List the Names of LLC Members and Managers

Enter the name(s) and addresses of all the LLC’s Members and Managers. At least one Member or Manager must be listed.

Step 6: Enter the Name and Address of the LLC Organizer

The Organizer is someone who is involved with the LLC formation. The LLC Organizer may or may not be a member, such as a mentor, attorney, or accountant, but any of the initial member(s) could be listed as an organizer.

If the organizer agrees to the terms, they will sign the Articles of Organization and provide their contact information.

Related: Who can be an LLC Organizer?

Step 7: Registered Agent’s Acceptance of Appointment

The Registered Agent must sign the Articles of Organization certifying they accept the appointment to act as the agent for the LLC.

You’ve filed your Nevada LLC Articles of Organization! Now what?

After the LLC is officially filed with the Nevada Secretary of State, there are a few additional things to follow up on. Below is a list of some of the tasks to consider.

File the Initial List of Managers or Managing Members and State Business License Application

Along with filing the Articles of Organization, the Initial List of Managers or Managing Members and State Business License Application must be submitted.

Every business (not just LLCs) in the state must register with the Nevada Secretary of State. This form and filing fee will be sent to the Secretary of State each year to maintain the LLC.

Prepare a Nevada LLC Operating Agreement

The operating agreement is an internal document that covers items like ownership rights, profit and loss distribution, member responsibilities, and more.

Nevada Revised Statute NRS 86.286 states that an LLC Operating Agreement is optional. Despite the Operating Agreement not being required, it is recommended to have one as it can help to prevent disputes among members and protect the LLC’s legal status.

Obtain an EIN

The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number that is assigned by the Internal Revenue Service (IRS).

The EIN will be needed before filing business tax returns, opening a bank account, hiring employees, registering for business licenses and permits, and more.

Related: How to Apply for an EIN

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