<section number="16-20-201"><effdate>10/1/2026</effdate><histories><history>Renumbered and Amended by Chapter <modchap sess="2026GS">93</modchap>, 2026 General Session</history><modyear>2026</modyear></histories><catchline>Formation of limited liability company -- Certificate of organization.</catchline><subsection number="16-20-201(1)">One or more persons may act as organizers to form a limited liability company by delivering to the division for filing a certificate of organization.</subsection><subsection number="16-20-201(2)">A certificate of organization must state:<subsection number="16-20-201(2)(a)">the name of the limited liability company, which must comply with Section <xref depth="3" refnumber="16-1a-302">16-1a-302</xref>;</subsection><subsection number="16-20-201(2)(b)">the street and mailing address of the limited liability company's principal office;</subsection><subsection number="16-20-201(2)(c)">the information required by Section <xref depth="3" refnumber="16-1a-404">16-1a-404</xref>;</subsection><subsection number="16-20-201(2)(d)">if the limited liability company is a low-profit limited liability company, a statement that the limited liability company is a low-profit limited liability company;</subsection><subsection number="16-20-201(2)(e)">if the limited liability company is a professional services company, the information required by Section <xref depth="3" refnumber="16-20-903">16-20-903</xref>; and</subsection><subsection number="16-20-201(2)(f)">if the limited liability company is to have one or more series in which the liabilities of the series are to be limited as contemplated by Subsection <xref depth="4" refnumber="16-20-1001(2)">16-20-1001(2)</xref>, notice of the limitation on liability in accordance with Section <xref depth="3" refnumber="16-20-1002">16-20-1002</xref>.</subsection></subsection><subsection number="16-20-201(3)"><subsection number="16-20-201(3)(a)">A certificate of organization may contain statements as to matters other than those required by Subsection <xref depth="4" refnumber="48-3a-201(2)" start="0">(2)</xref>, but may not vary or otherwise affect the provisions specified in Subsection <xref depth="4" refnumber="16-20-107(3)">16-20-107(3)</xref> in a manner inconsistent with that section.</subsection><subsection number="16-20-201(3)(b)">However, a statement in a certificate of organization is not effective as a statement of authority.</subsection></subsection><subsection number="16-20-201(4)">A limited liability company is formed when the limited liability company's certificate of organization becomes effective and at least one person becomes a member.</subsection></section>