SECTIONS 17050-17062 - California Statutes

CORPORATIONS CODE

SECTION 17050-17062

17050. (a) In order to form a limited liability company, one or
more persons shall execute and file articles of organization with,
and on a form prescribed by, the Secretary of State and, either
before or after the filing of articles of organization, the members
shall have entered into an operating agreement. The person or persons
who execute and file the articles of organization may, but need not,
be members of the limited liability company.
(b) A limited liability company shall have one or more members.
(c) The existence of a limited liability company begins upon the
filing of the articles of organization. For all purposes, a copy of
the articles of organization duly certified by the Secretary of State
is conclusive evidence of the formation of a limited liability
company and prima facie evidence of its existence.
(d) The Secretary of State shall include with instructional
materials provided in conjunction with the form for filing articles
of organization under subdivision (a) a notice that filing the
registration will obligate the limited liability company to pay an
annual tax for that taxable year to the Franchise Tax Board pursuant
to Section 17941 of the Revenue and Taxation Code. That notice shall
be updated annually to specify the dollar amount of the tax.

17051. (a) The articles of organization shall set forth:
(1) The name of the limited liability company.
(2) The following statement:
The purpose of the limited liability company is to engage in any
lawful act or activity for which a limited liability company may be
organized under the Beverly-Killea Limited Liability Company Act.
(3)