TITLE 30

CORPORATIONS

CHAPTER 25

LIMITED LIABILITY COMPANIES

PART 2

FORMATION — CERTIFICATE OF ORGANIZATION AND OTHER FILINGS

30-25-201.  FORMATION OF LIMITED LIABILITY COMPANY — CERTIFICATE OF ORGANIZATION. (a) One (1) or more persons may act as organizers to form a limited liability company by delivering to the secretary of state for filing a certificate of organization.

(b)  A certificate of organization must state:

(1)  The name of the limited liability company that must comply with sections 30-21-301 and 30-21-302(d), Idaho Code;

(2)  The street and mailing addresses of the company’s principal office;

(3)  The information required by section 30-21-404(a), Idaho Code;

(4)  The name and mailing address of at least one (1) governor of the company; and

(5)  If the company is a professional entity, a statement that the company is a professional limited liability company and the principal profession or professions for which the company’s members are duly licensed or otherwise legally authorized to render professional services.

(c)  A certificate of organization may contain statements as to matters other than those required by subsection (b) of this section, but may not vary or otherwise affect the provisions specified in section 30-25-105(c) and (d), Idaho Code, in a manner inconsistent with that section. However, a statement in a certificate of organization is not effective as a statement of authority. The secretary of state shall not accept operating agreements for filing.

(d)  A limited liability company is formed when the certificate of organization becomes effective.

History:

[30-25-201, added 2015, ch. 243, sec. 44, p. 876.]