Articles of organization: Required and optional provisions.
1. The articles of organization must set forth:
(a) The name of the limited-liability company;
(b) The name and complete street address of its resident agent, and the mailing address of the resident agent if different from the street address;
(c) The name and address, either residence or business, of each of the organizers signing the articles; and
(d) If the company is to be managed by:
(1) One or more managers, the name and address, either residence or business, of each initial manager; or
(2) The members, the name and address, either residence or business, of each initial member.
2. The articles may set forth any other provision, not inconsistent with law, which the members elect to set out in the articles of organization for the regulation of the internal affairs of the company, including any provisions which under this chapter are required or permitted to be set out in the operating agreement of the company.
3. It is not necessary to set out in the articles of organization:
(a) The rights of the members to contract debts on behalf of the limited-liability company if the limited-liability company is managed by its members;
(b) The rights of the manager or managers to contract debts on behalf of the limited-liability company if the limited-liability company is managed by a manager or managers; or
(c) Any of the powers enumerated in this chapter.
Last modified: February 26, 2006