(a)  The articles of organization shall set forth:

(1)  The name of the limited-liability company;

(2)  The name and address of its resident agent in this state;

(3)  A statement whether, under the articles of organization and any written operating agreement made or intended to be made, the limited-liability company is intended to be:

(i)  Treated as a partnership,

(ii)  As a corporation, or

(iii)  Disregarded as an entity separate from its member for purposes of federal income taxation;

(4)  The address of the principal office of the limited-liability company if it is determined at the time of organization;

(5)  Any other provision, not inconsistent with law, that the members elect to set out in the articles, including, but not limited to, any limitation of the purposes or duration for which the limited-liability company is formed, and any other provision that may be included in an operating agreement;

(6)  A statement of whether the limited-liability company is to be managed by its members or by one or more managers, and if the limited-liability company has managers at the time of its formation, the name and address of each manager;

(7)  The name and address of the person authorized to sign and who does sign the articles of organization.

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Terms Used In Rhode Island General Laws 7-16-6

  • Articles of organization: means documents filed under § 7-16-5 for the purpose of forming a limited-liability company. See Rhode Island General Laws 7-16-2
  • Managers: means a person or persons designated by the members of a limited-liability company to manage the limited-liability company. See Rhode Island General Laws 7-16-2
  • Member: means a person with an ownership interest in a limited-liability company with the rights and obligations specified under this chapter. See Rhode Island General Laws 7-16-2
  • Operating agreement: means any agreement, written or oral, of the members as to the affairs of a limited-liability company and the conduct of its business. See Rhode Island General Laws 7-16-2
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Person: means a natural person, partnership, limited partnership, domestic or foreign limited-liability company, trust, estate, corporation, non-business corporation or other association. See Rhode Island General Laws 7-16-2
  • State: means a state, territory or possession of the United States, or the District of Columbia. See Rhode Island General Laws 7-16-2

(b)  It is not necessary to set out in the articles of organization any of the powers enumerated in this chapter.

History of Section.
P.L. 1992, ch. 280, § 1; P.L. 1993, ch. 171, § 1; P.L. 1993, ch. 240, § 1; P.L. 1997, ch. 188, § 5; P.L. 2007, ch. 97, § 1; P.L. 2007, ch. 108, § 1.