Once your LLC is officially completed with the state, PRIME sends you an email with all your documentation. This is an exciting time! But it can also be a little overwhelming.
In this article, we'll break down all of the documents you receive from PRIME. We'll discuss what they are and what to do with them.
We recommend making sure that all of your documents are stored safely, both digitally and physically. When downloading your documents, file them somewhere that is not easy to stumble across if someone were to use your computer, but is accessible to you. Physical copies should be stored safely, such as a fireproof safe or filing cabinet.
Articles of Organization/Certificate of Formation
This document can have a few different names depending on your state, but the function of the document is the same. It is essentially proof that your company legally exists in the eyes of the state.
Your Articles of Organization are sometimes used to verify your business to third parties. For example, you'll need to present this document when opening a business bank account or applying for certain business licenses.
What should I do with it?
The main thing to do with your Articles of Organization document, besides storing it safely, is to keep it updated. Situations that would require an update to your Articles include:
Updated business name
Updated business address
Primary purpose/function of business
New registered agent
Owner, manager, and officer information (including adding or removing members, updates to management structure, etc.)
To update your Articles, you'll need to file an amendment with the Secretary of State All states will charge an amendment fee, which can be anywhere from $20 to more than $200.
PRIME can help with that!
To get some help filing an amendment, email your name, the LLC name, and the amendment purpose to [email protected]. Alternatively, call 855-577-4639 to speak with a member of our team!
Can I file my own amendment?
Yes! However, keep in mind that this eliminates the anonymity afforded to you by having PRIME listed as the organizer because you may have to sign your own name on the amendment documentation. If you do choose to file your own amendment, you can typically find the required forms for filing an amendment on the Secretary of State's website for your state. The exact name of the document required to file an amendment varies by state, but the function is the same.
You can find the website for your Secretary of State here.
EIN Letter
Where your Articles confirm your business's legitimacy with the state, your EIN Letter confirms your business's legitimacy with the federal government. It provides you with your Employer Identification Number (EIN), which is sort of like a social security number for your business. It can be found in the upper righthand corner of the letter for quick reference.
Your EIN is required for state and federal tax forms, and may be needed for certain activities such as opening a business bank account.
What should I do with it?
There's not much that you really need to do with the letter itself aside from keeping it stored safely. It's the number that you'll use in other ways, not the letter.
You will need a new EIN if there are major changes to your business's ownership or structure. Federal amendments are far less commonly needed than state amendments.
Please note that PRIME is not able to assist with amendments to your EIN letter. This must be handled directly with the IRS or a qualified CPA.
Operating Agreement
Your Operating Agreement in a document designed to assist with the internal governance of your business. Its purpose is to define the company's financial and functional decisions, including the responsibilities of each member of the business, the distribution of profits, and general rules and regulations for daily operations. It can also help to minimize internal organizational conflicts and protect owners and directors from external liabilities related to the business.
What should I do with it?
The first thing to do with your Operating Agreement is finalizing it by having all members of the business sign a printed copy. This is an internal document, so it doesn't need to be filed with the state, sent back to PRIME, or submitted anywhere else... it's just important to keep it safely stored with all of your other business documentation.
If you need to amend anything outlined in your Operating Agreement, you'll use the Resolutions Template discussed below.
Resolutions Template
This document is provided to you by PRIME for your convenience. It is used to document important decisions or actions in the business. Some reasons you may choose to fill out a Resolutions Document include:
Opening a bank account or entering into a significant contract
Hiring key employees
Making changes to your Operating Agreement
What should I do with it?
When filling out a resolutions document, be sure to include the specific item of resolve, the vote count (if applicable), the date, the names of all voters, and signatures of all members. There is no further action required—this is an internal document, so it does not need to be filed with any external agencies. Just keep with your Operating Agreement for record-keeping purposes.
Other documents you may have received
The following are documents that are not included in every PRIME LLC.
Banking Resolution
Only included with LLCs that have a third-party registered agent or holding company, this document is intended to define the relationship, responsibilities, and privileges of the managers or members of your company in terms of banking. This document shows that the organizer (a PRIME representative) has no ownership over your LLC, and identifies you as the sole owner. Present this document to the bank when opening a business bank account to confirm that you are the owner of your LLC and are able to make banking decisions on its behalf.
Additional Filing Requirements
A handful of states have additional filing requirements that PRIME is not able to complete on your behalf.