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Maine LLC Formation Requirements

Articles of Organization

To form an LLC in Maine, articles of organization must be signed by at least two persons organizing the LLC and delivered, along with a copy, to the Maine Secretary of State, Corporations Division for filing. State law requires that certain information be included in your articles of organization. This information must include:

  • The LLC name
  • The street address, (mailing address) including the county, of the LLC’s initial registered office
  • The name and address of the LLC’s initial registered agent
  • A statement as to whether the company will be manager managed
  • A minimum and maximum number of managers permitted
  • The name and business, residence or mailing address of each initial manager, if any have been selected
  • Any other provision, not inconsistent with law, set forth by the members

Filing

Your LLC is considered organized once the original executed articles of organization are delivered to the Corporations Division of the Secretary of State by one or more persons. The document must be executed, on behalf of the LLC, by the organizers and the registered agent.

A certificate of organization will be issued and delivered along with the conformed copy to the representative of the LLC. The original articles of organization will in turn be filed with the Secretary of State along with the month, day and year of filing.

Additionally, forming an LLC generally requires inclusion and/or considering of the following:

Operating Agreement

Although not required, LLC members may adopt an operating agreement to regulate the internal affairs of the company, including the management of the LLC, which may also be amended and repealed as allowed by the agreement or applicable law.

Membership

A LLC must have at least one or more members. Requirements:

  • Minimum Number of Members: A limited liability company must have one or more members
  • Eligibility Requirements:
  • Procedure for Membership: A person may be admitted as a member of a LLC
    • Directly from a LLC, upon compliance with the operating agreement or articles of organization, or
    • If neither the operating agreement nor the articles so provide, upon the written consent of all members

Resignation of Membership

Certain prohibitions exist surrounding the right of a member to resign from the company. Unless the operating agreement or articles of organization provides that a member has no power to resign, the member may do so by giving a 30-day written notice to the other members or such notice as provided in the articles or operating agreement.

A member will be responsible for any damages resulting from a wrongful withdrawal.

Contribution

The contributions of a member to the LLC may consist of cash, tangible or intangible property, services rendered or a promissory note or other obligation to contribute cash or property or to perform services.

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