You have a big idea, truckloads of ambition, dreams of a thriving Ohio LLC, and you’re mentally prepared to make it happen.
But the Chinese philosopher Lao Tzu once said, “a journey of a thousand miles begins with a single step,” and for you, that first step is filing the Certificate of Formation.
With such grand plans, the last thing you might want to do is file paperwork, but completing the Certificate of Formation is what authenticates your LLC, making it official in Ohio. It’s perhaps the most important step in starting your Ohio LLC. Following this guide will help take the tedium out of paperwork and get your business started quickly.
But before you dive into the Certificate of Formation, you should have a few pieces of information ready to help streamline the process.
Recommended ✔If you want to make sure your LLC is formed correctly, hire an LLC service. Below are the top two that will take care of all the legal paperwork:
If getting the most value out of an LLC service is your priority, choose ZenBusiness. They charge one of the lowest rates online and include all the most important features when starting a business. Read Review. If you're on a strict budget and prefer using the cheapest LLC service, choose IncFile. They will form an LLC for free (plus state filing fee) and give you great features along the way. Read Review.
If getting the most value out of an LLC service is your priority, choose ZenBusiness. They charge one of the lowest rates online and include all the most important features when starting a business. Read Review.
If you're on a strict budget and prefer using the cheapest LLC service, choose IncFile. They will form an LLC for free (plus state filing fee) and give you great features along the way. Read Review.
Choosing an LLC Name
Before anything else, you will need to decide on an LLC name. You must include a business name on your Articles of Organization, and if the Secretary of State deems that name unacceptable or unavailable, the document will be rejected, so make sure you nail down a good name right away.
When brainstorming the perfect name, don’t ignore the state’s business naming requirements. They state that an LLC name must include one of the following terms: “limited liability company,” “LLC,” “L.L.C.,” “limited,” “ltd.,” or “ltd.” And it shouldn’t imply affiliation with any governmental agencies, nor should it include profanity or slurs.
Lastly, but most importantly, your name must be distinguishable from all others on record with the Secretary of State. Before you use your name on the Articles of Organization or marketing collateral, perform a business name search to determine if it’s already in use.
Once you’ve found your perfect name, include it on your Articles of Organization to automatically register it. In the event that you’re not quite ready to file an LLC, you can place a 180-day hold on your name by submitting a name reservation request.
IMPORTANT: Don’t forget to get your business domain name so nobody else can use it. This will protect your brand and make things much easier for you down the road. Secure it easily through GoDaddy.
Choosing an Ohio Statutory Agent
A statutory agent is your LLC’s liaison to the state, the mediator who takes care of all your important legal, tax, and compliance documents, keeping your business in good standing. The Secretary of State will not accept your Articles of Organization unless it includes your statutory agent’s name, address, and signature
To make the appointment official, your agent must sign an Original Appointment of Statutory Agent form, which is included in the Articles of Organization online or paper forms. This will make the agent’s name and address part of your LLC’s public record.
Your statutory agent can be either an individual Ohio resident or a business entity authorized to do business in the state, like a statutory agent service.
Quick Note: If your first choice doesn’t work out, don’t worry. You can always change your statutory agent in the future.
Preparing to File Your Ohio Articles of Organization
Now for the main event: the Articles of Organization. Here’s your opportunity to get your LLC officially on record and authorized to conduct business in Ohio.
This document holds a lot of weight in the LLC formation process, but it’s surprisingly short and simple, and if you have your information gathered beforehand, you should be able to finish it in no time. Here’s what you’ll need:
- The LLC Name
- Effective date (optional)
- Period of existence (optional)
- Business purpose (optional)
- Statutory agent name, mailing address, and signature
- Name(s) and signature(s) of member(s), manager(s), or other representatives
There are two documents that must accompany the Articles of Organization: a Cover Letter and Original Appointment of Statutory Agent. Both are part of the online and paper forms.
It would be nice if the Articles of Organization was free, but it costs $99, so have your credit card or checkbook ready when you file.
For another additional $50 fee, you can submit your form for preclearance. This will provide you with advice and confirmation before you actually submit the documents.
Information gathered? Check. Additional forms? Check. Payment lined up? Check. Time to get down to business. You have three different filing options: online, by mail, and in person. Each method is equally effective, so choose the one that works best for you.
Ohio Business Central is your one-stop shop for business filings. Create an account if you haven’t already, then follow the instructions to complete the form.
Download, complete, and print the paper application. Then mail your documents and payment to:
Office of the Ohio Secretary of State
P.O. Box 670
Columbus, OH 43216
Once you’ve finished the requisite forms, you’re also welcome to hand-deliver them to:
Client Service Center, Suite 103
80 E. Broad St.C
Columbus, OH 43215
Standard processing time is 3-7 business days, but if time is of the essence, the Secretary of State offers three expedited options: two-day for and extra $100, one-day for $200, and four-hour for $300. The one-day and four-hour options are only available for in-person filings, and if you choose the two-day option, you need to mail your form to: P.O. Box 1390 Columbus, OH 43216.
What About Foreign LLCs?
The process outlined above works for domestic LLCs (those formed in Ohio), but what if your business is expanding to Ohio from another state? In this case, you can disregard the Articles of Organization. You will need to take a different path.
In Ohio, foreign entities must foreign qualify by filing a Registration of a Foreign LLC form either online or using a hard copy. Complete this filing before you conduct any other business activities! Doing business in Ohio without foreign qualification can lead to some severe penalties.
After you’ve successfully received your Certificate of Authority, you’re free to kick off your business activities in Ohio.
Want Help Filing Your Articles of Organization?
Let’s be honest: you’ve got a lot on your plate. Filing paperwork can take time away from your other tasks, ones more focused on setting your budding LLC up for success.
The good news is that you don’t need to file the Articles of Organization yourself. But if an attorney is out of your price range, hiring an LLC creation service is a great option.
There’s no shortage of business incorporation services out there, but not all of them are equal. Each one offers different packages, costs, and processing times, so it’s important to find the right fit for your LLC.
While each service has optional upgrades and perks packages, on the most basic level, they will review your business information, prepare your formation documents, and submit them to the Ohio Secretary of State. They will complete everything outlined in this guide and notify you when your Articles of Organization has been filed. You won’t have to lift a finger.
There are other benefits too. Some services will include a year of free statutory agent service when you hire them. Other services offer order tracking, notifications on future documents (like Annual Reports), assistance drafting your operating agreement, or coverage of certain LLC formation costs.