Is an LLC Organizational Meeting Required?

The LLC laws generally do not require that members of a new LLC hold an organizational meeting after the limited liability company is formed. This is different from a corporation – most states require that a new corporation have an organizational meeting to complete the incorporation process.

While an LLC organization meeting is not required, I strongly recommend that every new LLC hold one. It is important to the success of any new venture that the members and the LLC start off properly.

The most important factors of starting off “properly” are to make sure all the remaining details of starting the new business venture are being handled and ensuring that all members understand the business plan, the LLC rules and processes, and their roles and responsibilities moving forward.

An organizational meeting can be very informal and really just requires that all members get together preferably in person but it can be via conference call if necessary.

The typical agenda of an organizational meeting includes:

1. Reviewing and Adopting the Articles of Organization and Certificate of Formation/Organization for the LLC.

2. Confirming the relative ownership of the LLC for each Member and the specific capital contribution requirements to be made by each Member. This should be documented in the LLC Operating Agreement.

3. Presenting, Discussing, Approving and Signing the LLC Operating Agreement. This is the most important matter in an organizational meeting. The LLC Operating Agreement provides the
foundation of the LLC by evidencing the ownership structure and imposing a set of rules for how the LLC will be governed. It is very important that every Member understand this document and agree to it.

4. Appointing officers for the limited liability company (LLC officers)

5. Adopting any resolutions required to open a bank account or otherwise start business

6. Determining any other new business requirements needed for the particular business venture and assigning task for completing these requirements (e.g., business licenses, tax registrations, finding office space, marketing).

7. Confirming the roles and responsibilities of each Member and documenting these as requirements in a written document signed by all members and the LLC

8. Revisiting and confirming the business plans and objectives of the new LLC venture

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