Fill and Sign the Floridallc Florida Department of State Division of Form

FLORIDA DE PART MENT OF STAT E DIVIS ION OF CORPORATIONS Attac hed are the forms and in struc tions to form a Florida Lim ited Liability Compan y pursuant to Chapter 605, Florida Statut es. All i nforma tion included in the Ar ticles of Organi zation must be in Eng lish and must be typewr itten or printed legibly . I f this re qui rement is not met, the document will be returned for correc tion(s). The Division of Cor porations s uggest s u sing the sample ar ticles merely as a guide line. Pursuant to s. 605.0201, Florida Statutes, a dditional i nforma tion may be contained in the Ar ticles o f Or gani zatio n. The name of a lim ited liability company must be disti nguishable on the records of the Florida Depar tment of State. A preliminary s earch for name availability can be made on the In tern et th roug h the Division ’s r ecords at www .sunb iz.org. Preliminary name s earches and name reservations are no lo nger availab le fro m the Division of Corporatio ns. You ar e res pons ible for any name infri ngement that m ay re sult f rom your name selection. NO TE: This form for f iling Articles of Organi zation is ba sic. E ach lim ited liability company is a separate en tity and as such ha s sp ecific goa ls, n eeds, and requi remen ts. A dditiona lly, the tax consequen ces arising from the structure of a lim ited liability company can be sign ifica nt. The Division of Cor porations reco mmends that all documents be reviewed by your legal co unsel. The Division is a f iling agency and as suc h doe s not render any legal, accounting , or ta x advi ce. The profe ssional advice of you r legal co unsel to as certain ex act comp liance with all statutory requi rements is stro ng ly reco mmended. Pursuant to s.605.0201, Florida Statutes, the Ar ticles of Organi zation must set forth the fo llowing: AR TICLE I: The name of the lim ited liability company, which mus t end w ith the words “Lim ited Liab ility Company , “or the a bbreviation “L .L.C .,” or the de sign ation “LLC.” AR TICLE II: The ma iling address and the street a ddress of the principal o ffice of the lim ited liability company. ARTICLE III: The name and Florida street a ddress of the lim ited liab ility company ’s re gistered agent. T he registered agent must sign and stat e that he /she is fam iliar with and accepts the obligations of the position. AR TICLE IV: The name and a ddress of each person authori zed to manage and control the Lim ited Liability Company. A ltho ugh this i nforma tion is opti onal at this time, m ost financial institutio ns requi re this in formation to be recorded with t he Flor ida Department of State in order to open an a ccount. The De partment of F inancial S ervices a lso re qui res t his in formation t o issue Workers’ Compe nsation. Use “AMBR ” for memb ers who are authori zed to manage and control the company. Use “MG R” for manag ers of ma nger- managed LLCs. ARTICLE V: I f an effective date is lis ted, the date m ust be specific and ca nnot be more than five business d ays prior to or 90 d ays a fter the date of f iling. What is an effective date? You may list a n effective dat e if you would like the lim ited liab ility company ’s existence to b ecome effec tive on a date other than the dat e it is f iled by this o ffice., Th e eff ecti ve dat e can be up to 5 bu siness days prio r to the dat e of receipt or up to 90 days after the date of receipt. CR 2E047 (6/15) The entity’s first a nnual report form w ill be due Ja nuary 1 st of the calendar y ear following the y ear of forma tion. If a limited liab ility company is created late in the calendar y ear and it doesn’t exp ect to co mmence bu siness until on or after Ja nuary 1 st of th e upcoming y ear, it should add an e ffective date of Ja nuary 1 for the coming y ear. If the e ffective date is in the next calendar year, it w ill delay the requi rement to f ile an annual repor t un til the fo llowing ca lendar y ear . Example: A lim ited liability company is formed December 1, 2007. If it a dded a n eff ec tive dat e of Ja nuary 1, 2008, the firs t a nnu al report would not be due until Ja nuary 1, 2009. If a 2008 effecti ve was not listed, the first a nnual report would be du e Ja nu ary 1, 2008. Si gnatu re: Ar ticles of Organi zation must be ex ecuted by an authori zed person, and the ex ecution of the document constitutes an a ffirmation un der the pena lties of perjury that the f acts stated therein are tru e. FILI NG F EES: $ 125.00 Filing Fee for Articles of Or ganization and Designation of Regis tered Agent $ 30.00 Certified Copy ( OPT IONAL ) $ 5.00 Cert ificate of Status (OP TIONAL) A letter of ackn owledgment w ill be issued f ree of ch arge u pon re gist ration. Pl ease submit on e ch eck made payable to the Florida De par tment of State for the total amo unt of the f iling f ees and any optional certifi cate or c opy. A cover le tter containing your name, a ddress and day time telephone number should be subm itted along with the articles o f organi zation and the ch eck. The ma iling a ddre ss and courier a ddress are: Mailing A ddress Street/Courier Address New Filing S ection New Filing S ection Di vision of Corporations Division of Corporation s P. O. Box 6327 Clifton Bu ilding Tallahassee, FL 32314 2661 Executive Center Circle (850) 245-6052 Tallahassee, FL 32301 (850) 245- 6052 Impor tant In form ation About the Requirement t o File an Annual Report All Fl or ida Limited L iability Companies m ust file an Annu al Re por t year ly to m aintain “activ e” status . The first re port is due in the y ear following f ormation. The re port must be filed elect ronically on line b etween Ja nuary 1 st and May 1 st. The f ee for th e annu al re por t is $138.75. After M ay 1 st a $400 late f ee is a dd ed to the a nnual repor t filing f ee. “A nnual Report Reminder Notices ” are sent to the e-mail a ddress you provide us wh en you subm it th is document for filing. T o file any time after Ja nuary 1st, go to our webs ite at www .sunb iz.org. There is n o provision to w aive the late f ee. Be sure to f ile bef ore May 1 st. Any furth er inquiries con cerning this matter shou ld be directed to the New Filing Section by calling (850) 245-6052. COVER LETTER TO: Registr ation Section Di vision of Co rporations SU BJECT: Name of Limited L iability Company The en clos ed Articles of Organization and f ee(s) are submitted for filing. Please r eturn all corres pondence con cerning th is matter to the fo llowing: Na me of Person Fi rm/Company Address C ity/State and Z ip Cod e E-mail a ddress: (to be used for future a nnual report no tification) For furth er inf ormation con cerning this matter, please call: at ( ) Na me of Person Area Code Day time Telephone Numb er En clos ed is a ch eck for the fo llowing amo unt: $125.0 0 Fili ng Fee $130.0 0 Fili ng Fee & $155.0 0 Fili ng Fee & $160.0 0 Fili ng Fee, Certificate of Stat us Certified Cop y Certificate of Stat us & (add itional cop y is enclosed) Certified Cop y (a ddition al copy is en close d) Mailing Address Street Address New Filing Section New Filing Section Di vision of Corporations Division of Corporations P. O. Box 6327 Clifton Bu ilding Tallaha ssee, FL 32314 2661 Ex ecutive Center Circle Tallaha ssee, FL 32301 ARTICLES OF ORG ANIZA TION FOR FLORIDA LIMITED LIABILITY COMPANY ARTICLE I - Nam e: The name of the Limited L iability Company is: (M ust end with the words “Limited L iability Company, “L.L.C .,” or “LL C.”) ARTI CLE II - Addre ss: The mailing a ddress and str eet addr ess of the principal office of the Limited L iability Company is: Principal Office Addre ss: Ma iling Addre ss: ARTI CLE III - Registered Ag ent, Re gist ered Office, & Regist ered Agent’s Sign ature: (The Limited L iability Company cannot serve as its own Regis tered Agen t. You m ust desi gnate an individu al or anoth er b usiness entity with an active Florida registration.) The name and the Flor ida street a ddress of the regis tered agent ar e: Na me Flor ida str eet addr ess (P. O. Box NOT acceptable) City State Z ip Having b een named as registered agent and to a ccept service of pro cess for the above stated limited liability company at the place de signa ted in this certificate, I hereby a ccept the appointme nt as registered agent and agree to act in thi s c apac ity. I fu rther agree to comply with the provisi ons of all statutes rela ting to the pr oper and complete pe rform ance of my duties, and I am fam iliar with and a ccept the obligation s of my position as registered agent as provided for in Chapter 605 , F.S.. Regis tered Agent ’s Si gnat ure (REQUIRE D) (CON TINUED) P age 1 of 2 ARTICLE IV- The name and a ddress of each person auth orized to manage and cont rol the Limited L iability Company: Title: Name and Addre ss: "AMBR" = Auth orized Memb er "MGR" = Manag er (Use attachment if n ecessary) AR TICLE V: E ff ecti ve date, if other than the date of f iling : . (O PTIONAL) (If an effective date is listed, the date m ust be specific and ca nnot be more than five business d ays prior to or 90 days a fter the date of f iling.) Note: If the date inserted in this block does not meet the applicable statutory filing requirements, this date will not be listed a s the document’s effective date on the Department of State’s records. ARTICLE VI: Other provisions, if any. REQ UIRED S IGNAT URE: Sign ature of a member or an authorized repres entative of a member. This document is executed in accordance with section 605.0203 (1) (b), Flor ida Statu tes. I am aware th at any f alse inf ormation submitted in a document to the Department of State co nstitutes a third degr ee fel ony as provid ed for in s.817.155, F.S. Typed or printed name of signee F iling Fee s: $125.00 Filing F ee for Ar ticles of Or ganization a nd Design ation of Regist ered Agent $ 30.00 Certified Co py (O ptiona l) $ 5.00 Certificat e of Stat us (O ptiona l) Page 2 of 2