Certificate of Organization in Arkansas | How to File in 2023

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File Certificate of Organization in Arkansas

Forming a Limited Liability Company (LLC) in Arkansas is popular for entrepreneurs looking to start or grow their businesses. LLCs offer numerous benefits, including limited liability protection for their owners and flexible management structures. One of the critical steps in forming an LLC is filing the Certificate of Organization with the Arkansas Secretary of State. This article will provide a comprehensive guide on How to File Certificate of Organization in Arkansas.

Webinarcare Editorial Team will help you understand the necessary steps to file for Certificate of Organization. It would be best if all the factors in this article guided you.

What is Certificate of Organization?

Certificate of Organization is a legal document filed with the Arkansas Secretary of State to establish a Limited Liability Company (LLC) officially. The Certificate of Organization contains essential information about the LLC, including its name, Registered Agent, and management structure. Once filed and approved by Arkansas, the LLC becomes a legally recognized business entity, separate from its owners, and benefits from limited liability protection and pass-through taxation.

The Certificate of Organization typically contains the following information:

  • Company name
  • The effective date of the company
  • The headquarters of the company
  • The company’s goal
  • The period of the company’s operations
  • Copy of the name registration certificate for the company
  • Registered Agent’s and organizers’ names and addresses
  • At least one company employee

Recommended: Filing Certificate of Organization is easy and hassle-free if you hire a professional service. We recommend using –

LegalZoom – ($0 + State Fee)

How to File Certificate of Organization in Arkansas?

Aside from hiring a Registered Agent, you should also be aware that a Registered Agent should file Certificate of Organization in your Arkansas LLC. Here are the steps and guidelines for filing. 

Step 1: Choose a Name for Your LLC

The first step in registering an LLC Certificate of Organization is selecting a unique and appropriate name for your company. Your LLC’s name must comply with your state’s naming requirements, which typically include the following:

  • The name must be distinguishable from other registered business names in the state.
  • The name must include an LLC designator, such as “Limited Liability Company,” “LLC,” or “L.L.C.
  • The name must not include prohibited words or phrases defined by your state’s regulations.

To ensure your chosen name is available through your state’s business name database, Arkansas Secretary of State Business Entity Search, usually available on the Arkansas Secretary of State’s website.

Step 2: Appoint a Registered Agent

Registered Agent is a person or entity responsible for receiving official correspondence and legal documents on behalf of your Arkansas LLC. Most states require LLCs to designate a Registered Agent when filing the Certificate of Organization. The Registered Agent must have a physical address in the state and be available during regular business hours.

Choosing a reliable and responsible Registered Agent is essential, as failure to receive and respond to legal documents can seriously affect your business. 

You can serve as your own Registered Agent, appoint a friend or family member, or hire a professional Arkansas Registered Agent Services.

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Step 3: Prepare Your Certificate of Organization

The Certificate of Organization is the legal document that officially establishes your Arkansas LLC. While the specific requirements in Arkansas, the document  includes the following information:

  • The LLC’s name
  • The name and address of the Registered Agent
  • The principal office address
  • The purpose of the LLC
  • The management structure (member-managed or manager-managed)
  • The names and addresses of the initial members or managers
  • The duration of the LLC, if not perpetual

In Arkansas, additional information may be required, such as an organizer’s signature or specific provisions related to the LLC’s operation. 

Consult the Arkansas guidelines to ensure you include all necessary information.

Step 4: File the Certificate of Organization

Once your LLC Certificate of Organization is prepared, please submit it to the Arkansas Secretary of State. The submission process may vary depending on the method of choice; Arkansas allow online submissions and mailing or hand-delivering the documents.

Online Process

To use the online service or download the Certificate of Organization form for your LLC, go to the website of the Arkansas Secretary of State. You were required to have an LLC name reserved while completing the form. Visit the Arkansas Business Name Search to see if the business name you want to use is available there. You must include a copy of your name reservation and your completed Certificate of Organization form when submitting.

Mail Process

It is also possible to mail the form if you wish. Please adhere to the guidelines listed below.

  • The Certificate of Organization must be downloaded in the Arkansas Secretary of State
  • Complete the necessary details in the form. 
  • Two copies of the Certificate of Organization must be completed.
  • Include the two papers with the Arkansas LLC name reservation certificate in a self-addressed, stamped envelope.
  • Submit all paperwork to Arkansas Secretary of State, 1401 W. Capital Ave., Suite 250, Little Rock, AR 72201.

Costs of Filing Certificate of Organization

Along with the filing of Certificate of Organization, you must pay a filing fee. In Arkansas, the Certificate of Organization fee costs around $50 which you can pay in the Arkansas Secretary of State. Confirm the correct fee amount and payment method for your state.

However, If you want to know more about the cost of forming an LLC, you can check out Arkansas LLC Cost.

Step 5: Obtain an Employer Identification Number (EIN)

After your Certificate of Organization has been filed and approved, you should obtain an Employer Identification Number (EIN) from the Internal Revenue Service (IRS). The EIN is a unique identification number used for federal tax purposes. It is required for most LLCs, especially those with employees or elect to be taxed as an S-Corporation. You can apply for an EIN for free online through the IRS website.

The application of an EIN in Arkansas can be through the following:

  • Apply Online- The online EIN application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that the Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is four weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

Recommended: Professional services have the EIN included in their LLC formation package. We recommend using –

LegalZoom – ($0 + State Fee for LLC formation)

Step 6: Create an Operating Agreement

Although most states do not require an LLC Operating Agreement when registering an LLC, having one is highly recommended. The Operating Agreement in Arkansas is a legally binding document that outlines the LLC’s ownership structure, management, and operating procedures. It helps prevent member disputes and provides a clear framework for the LLC’s operations.

Step 7: Register for State and Local Taxes and Licenses

In Arkansas, you may need to register for additional state and local taxes or obtain specific licenses and permits. Common registrations include sales tax, payroll tax, and unemployment insurance tax. As an LLC, your business income will be subject to pass-through taxation, meaning profits and losses will be reported on your tax return. However, you may still be responsible for other state taxes, such as sales tax, payroll tax, or franchise tax which you can pay in Arkansas Department of Finance and Administration.

In terms of franchise tax for your LLC in Arkansas, there is $150 minimum. Consult your Arkansas Department of Finance and Administration and local government offices to determine which registrations and licenses apply to your LLC.

Step 8: Maintain Ongoing Compliance

Once your LLC is registered and operational, it’s essential to maintain ongoing compliance with state regulations. This typically includes filing Annual Reports in Arkansas, paying required fees every 1 year (1st May of every year), and keeping accurate records of your LLC’s activities. Stay informed about Arkansas specific requirements to ensure your LLC remains in good standing.

Is the Certificate of Organization necessary to be filed in Arkansas?

Yes, the Certificate of Organization is necessary to be filed with Arkansas Secretary of State to legally establish and register a new business entity, such as a corporation or limited liability company (LLC). This document typically includes the company’s name, purpose, Registered Agent, and stock structure. Filing the Certificate of Organization is essential in forming a business and ensuring it operates legally and is recognized by Arkansas.

What is the best way to file Certificate of Organization? Is it online or by mail?

The best way to file Certificate of Organization depends on your specific situation and the state in which you are incorporating your business. Both online and mail-in options have advantages, and either method can be effective.

Online Filing:

  • Faster processing time, as it is usually processed within a few days or even hours.
  • Immediate confirmation of submission and payment.
  • Lower risk of errors, as the online form may provide guidance and prevent incomplete submissions.

Mail-in Filing:

  • Some people prefer the traditional method and feel more comfortable with paper documentation.
  • You can include a cover letter or additional documentation if you have specific questions or complex situations.

To determine the best method for your needs, check the Arkansas Secretary of State or similar department’s website for information on their preferred filing options and processing times. Online filing is more convenient and efficient, but both methods can be used effectively to submit your Certificate of Organization.

FAQs

What is an LLC Certificate of Organization?
An LLC Certificate of Organization is a document that officially creates an LLC or limited liability company.
Can I file a Certificate of Organization for an LLC online in Arkansas?
Yes, the Arkansas Secretary of State website allows you to file your LLC Certificate of Organization online.
How much does it cost to file an LLC Certificate of Organization in Arkansas?
The filing fee for an LLC Certificate of Organization in Arkansas is $50.
Can I file an expedited LLC Certificate of Organization in Arkansas?
Yes, you can expedite your filing for an additional $25 fee.
Can anyone file an LLC Certificate of Organization in Arkansas?
The LLC Certificate of Organization can be filed by the organizer or member of the LLC.
How long will it take for my LLC Certificate of Organization to be approved in Arkansas?
Normally, the processing time for an LLC Certificate of Organization in Arkansas is around 2-3 business days.
Can I form an LLC in Arkansas without a registered agent?
No, an LLC in Arkansas must have a registered agent that resides in Arkansas.
Can I use a PO box as the registered agent address for my Arkansas LLC?
No, you must provide a physical address for your LLC’s registered agent in Arkansas.
Is an operating agreement required with an LLC Certificate of Organization in Arkansas?
While it’s not technically required in Arkansas, an operating agreement is an important legal document to have that outlines how your LLC will be managed and can help you avoid disputes.
Can an LLC name in Arkansas be similar to another business name?
LLC names in Arkansas must be unique and distinguishable from other business names.
Do I need to have an EIN before filing an LLC Certificate of Organization in Arkansas?
No, you can file your LLC Certificate of Organization in Arkansas without an EIN, but you will need one to hire employees or pay taxes.
What is the Arkansas Secretary of State website?
The Arkansas Secretary of State website is www.sos.arkansas.gov.
Can I reserve an LLC name before filing in Arkansas?
Yes, you can reserve your LLC name for 120 days before filing your LLC Certificate of Organization in Arkansas.
What is the Arkansas business entity search?
The Arkansas business entity search is a tool for finding information on registered businesses or entities in Arkansas.
Can I change my Arkansas LLC name after filing my Certificate of Organization?
Yes, you can file an Amendment Certificate of Correction to change your Arkansas LLC’s name after filing your Certificate of Organization.
How many members are required to form an LLC in Arkansas?
You only need at least one member to form an LLC in Arkansas.
Can I add members to my Arkansas LLC after filing my Certificate of Organization?
Yes, you can add members to your Arkansas LLC at any time by filing an amendment to your Certificate of Organization.
Do I need to file an annual report for my Arkansas LLC?
Yes, Arkansas LLCs are required to file an annual report which costs $150.
What is the deadline for filing an Arkansas LLC annual report?
The Arkansas LLC annual report must be filed by May 1st each year.
Can I file an LLC annual report online in Arkansas?
Yes, you can file your Arkansas LLC annual report online through the Arkansas Secretary of State website.
Can I dissolve my Arkansas LLC?
Yes, you can dissolve your Arkansas LLC by filing a Certificate of Dissolution with the Arkansas Secretary of State.
What is the Arkansas LLC annual franchise tax?
The franchise tax is $150 and is included with the annual report fee for Arkansas LLCs.
When is the Arkansas LLC annual franchise tax due?
The franchise tax for LLCs in Arkansas is due by May 1st each year.
Can I use an Arkansas registered agent service instead of hiring someone separate?
Yes, many companies offer registered agent services for your Arkansas LLC.
Is a physical company seal required for Arkansas LLCs?
No, a physical company seal is not required for Arkansas LLCs.
Can I operate my Arkansas LLC without a business license?
It depends on your specific business activities and licensing requirements in your county and city.
Can I file as a foreign LLC in Arkansas?
Yes, foreign LLCs can qualify for a Certificate of Authority to conduct business in Arkansas.
How long does it take to receive my Certificate of Authority in Arkansas?
It typically takes around 2-3 business days for the Arkansas Secretary of State to process your application for a Certificate of Authority.
What is a franchise tax in Arkansas?
A franchise tax in Arkansas is an annual tax fee collected from LLCs and corporations for the privilege of doing business in the state.
What is the cost for filing an LLC Certificate of Organization in Arkansas?
The filing fee is $50.
Where can I file my LLC Certificate of Organization in Arkansas?
You can file your LLC Certificate of Organization either online or by mail to the Arkansas Secretary of State.
How long does it take for the Arkansas Secretary of State to process the filing of an LLC Certificate of Organization?
It typically takes 2-3 business days.
Is it required to have a registered agent in Arkansas for my LLC?
Yes, every Arkansas LLC is required to have a registered agent in the state.
Who can be my registered agent for my Arkansas LLC?
Your registered agent can be a person who resides in Arkansas or a designated business entity authorized in Arkansas.
Can my LLC name be the same as another LLC in Arkansas?
No, your LLC name has to be unique and distinguishable from any other entity registered in the Arkansas Secretary of State’s database.
What are the possible factors that can delay the processing of my LLC Certificate of Organization in Arkansas?
Delays could be due to inaccurate or incomplete filing information, conflicts in name, or other unforeseeable circumstances.
What happens after I submit my LLC Certificate of Organization to the Arkansas Secretary of State?
You will receive a confirmation of filing by either email or mail.
Can I amend my LLC Certificate of Organization in Arkansas?
Yes, filings can be amended as long as it complies with the Arkansas laws for such filing amendments.
What is a pre-clearance name check and do I need one before filing my LLC Certificate of Organization in Arkansas?
A pre-clearance name check identifies any potential name conflicts, but it is not required.
How do I change the name or address of my registered agent for my Arkansas LLC?
You can do it by filing an “Articles of Amendment – Changing Registered Agent” form with the Arkansas Secretary of State.
As a non-resident, do I need a physical address or just a mailing address for my LLP in Arkansas?
You need both a physical and mailing address for your LLP in Arkansas.
How do I dissolve or cancel my Arkansas LLC?
You need to file a “Certificate of Dissolution” with the Arkansas Secretary of State.
What is the advantage of using a professional document filing service which can help in filing components of my LLC Certificate of Organization in Arkansas?
With a professional document filing service, you’ll benefit from their specialized knowledge and fast turnaround times.
How often must I file an annual report for my Arkansas LLC?
You must file an annual report annually with the Arkansas Secretary of State.
How can I check the availability of a business name to ensure that I am not infringing on someone else’s trademark in Arkansas?
You can check the Arkansas Secretary of State Business and Commercial Services Division’s online database.
Does Arkansas require businesses to carry insurance?
Most types of insurance, including business liability insurance and workers’ compensation coverage, is not required by Arkansas law except in certain cases.
Can I add more members to my LLC after the Certificate of Organization has been filed in Arkansas?
Yes, you can add members at any time after the LLC Certificate of Organization has been filed.
Do I have to list all members of the LLC on the file LLC Certificate of Organization in Arkansas?
No, you can specify one member or more on the file certificate.
What is the minimum and maximum amount of members needed to file LLC Certificate of Organization in Arkansas?
Arkansas allows LLCs to have one or more members, there is no maximum limit.
As an Arkansas LLC, can I register in another state?
Yes, you can register in another state as a foreign LLC.
Does Arkansas have publication requirements for newly formed LLCs to announce their formation in local media?
No, Arkansas does not have any provisions for publishing information on newly formed LLCs in their state.
Is there any specific requirement for initial paperwork that needs to be filed for my Arkansas LLC?
The initial Arkansas LLC paperwork that needs to be filed is the Certificate of Organization.
Can I use a PO box as my Arkansas LLC’s service of process address?
No, an Arkansas registered agent should have a physical street address.
Do I need to obtain a FEIN or EIN for my Arkansas LLC?
If your LLC has more than one member, you need a FEIN or EIN from the IRS.
Can I use an LLC filing service to start my LLC in Arkansas?
Yes, you can use an LLC filing service in Arkansas.
What happens if my Arkansas LLC is late in filing annual report?
Late filings may result in a $25 administrative penalty and alter your good standing with the state.
Can the fees for filing an LLC Certificate of Organization in Arkansas be waived for nonprofit entities?
No, Arkansans applies a standard $50 fee for all LLC filings.
I made an error on the LLC Certificate of Organization filed in Arkansas, so what next?
You can submit Articles of Restatement detailing the error with the Arkansas Secretary of State.

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Conclusion

Registering an LLC Certificate of Organization is critical in establishing your business as a legally recognized entity. By following this comprehensive guide and researching your state’s specific requirements, you can successfully navigate the registration process and set your LLC up for success. Remember that forming an LLC is just the beginning; ongoing compliance and diligent management are necessary to ensure your business thrives in the long run.

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