In Missouri, the MO LLC is now the most popular choice among entrepreneurs starting businesses in the state. Over 30,000 limited liability companies are formed each year in this state.
Now, many attempt to form one only to find out that their filing is defective in some way because it does not meet the requirements of the Missouri Limited Liability Company Act. Even worse, others might be able to get a filing processed by the state but find out later there was something incomplete or noncompliant with MO LLC legal requirements.
You want to avoid any of these problems as they can cause you significant liability and problems later in your business life. This Article summarizes the 7 requirements for an LLC formation filing under Missouri LLC laws.
1. MISSOURI LLC NAME REQUIREMENTS
Section 347 sets forth specific requirement for a MO LLC name. For one it must include an LLC designation at the end and two it must be distinguishable from other names of record with the state. Always perform a name search prior to submitting a filing.
2. PURPOSE OF MO LLC, Section 347.039(2) of the Act
The formation documents must include a statement setting forth the LLC's purpose. Missouri state does allow you to use a general statement provision and accepts a standard language provision here. It is advised for most business to keep this purpose broad so as not to limit the authority of your business as it grows and evolves.
3. REGISTERED AGENT AND ADDRESS, Section 347.030 of the Act
The Missouri Limited Liability Company Act mandates that every registered entity have an officially designated registered agent and address. The registered agent can be a person with a permanent Missouri address, a domestic legal entity formed in the state or a foreign business that is properly registered in the state. This address can be different from the company's principal office address.
4. MANAGEMENT, Section 347.039(4)
A MO LLC is member managed by default. If you desire for your limited liability company to be manager managed, this must be disclosed in the formation filing documents.
5. DURATION, Section 347.037
Duration used to be a sensitive matter due to tax reasons. But since 1997, the IRS made limited liability corporation taxation more simple and most states including Missouri now allow for this kind of legal entity to have a perpetual life. Missouri requirements do require a certain statement of duration in the documents on record with the state.
6. ORGANIZER
In Missouri, the name and address of the organizer is required to be set forth on the MO LLC filing documents. This is a unique requirement not imposed by most other states.
7. EFFECTIVE DATE
Finally, the Missouri Limited Liability Company Act requires that a stated effective date for the legal entity be included in the filing. Most choose the same day the documents are processed but you can choose a date in the future as long as it is no longer than 90 days out from the filing submission date. Section 347.037.
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