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Massachusetts official formation packet
Download the Massachusetts certificate of organization packet used to create an LLC with the state. This is the official formation document plus support files, not an operating agreement.
A Massachusetts formation packet built around the official certificate of organization, with customer support and lifetime updates if the official form is revised.
This is the certificate of organization you file with the state to create the LLC. It is a public record, not the internal ownership contract.
One $9.99 purchase covers instant download, email support, and replacement files if we update this packet.
Most banks and multi-member LLCs still need a separate operating agreement. It is not filed with these articles.
This state packet includes 3 documents in editable Word and print-ready PDF formats. Labels describe each file's role, not the internal filename.
Articles vs operating agreement
This packet is built around the official Massachusetts certificate of organization. Filing it with the state creates the LLC as a public legal entity.
The $9.99 price is not for inventing a government form. It covers the current official blank, companion files, email support, and lifetime updates if the official form changes.
This is not an operating agreement. Articles create the company; the operating agreement is the internal contract among members.
Need the internal rulebook too? After you file, most customers also download a member-managed or manager-managed operating agreement for Massachusetts.
Researched filing overview
Massachusetts uses an official Certificate of Organization under G.L. c.156C §12 to form a domestic LLC. Pay the $500 state fee separately, whether you file online or by mail.
The resident agent must consent on the certificate or attach a signed consent. A professional LLC uses a separate certificate. After formation, file the $500 annual report on or before the anniversary of the original certificate.
What happens before, during, and after the state filing. This product is the public formation document, not a filing service.
Choose a distinguishable Massachusetts name and a resident agent with a Massachusetts street address. The resident agent must consent on the certificate or attach a signed consent.
File the official Certificate of Organization online or by mail. The $500 state fee is paid separately. This product does not file for you. A professional LLC uses a separate certificate.
Massachusetts requires a $500 annual report on or before the anniversary of the original certificate. Adopt a written operating agreement. An EIN is separate.
Read the filing notes and statute excerpts here. The official certificate of organization preview follows below.
Quick answer
A certificate of organization form, known in other states as an articles of organization, is the document that one must complete and submit to the commonwealth to establish the creation of an LLC within Massachusetts.
A certificate of organization form, known in other states as an articles of organization, is the document that one must complete and submit to the commonwealth to establish the creation of an LLC within Massachusetts. It sets forth the name of the proposed company and contact information for its registered agent, among other details. It may include other provisions, provided that they are not inconsistent with commonwealth law. It comes complete with instructions and filing information for creating an LLC within the commonwealth.
Massachusetts accepts the filing of a certificate of organization form via U. S. mail or online via the Secretary of the Commonwealth's online system for e-filing documents.
The requirements for naming an LLC within the commonwealth are set forth in Mass. Gen. Laws ch. 156C, § 3. The name of the LLC must contain the words "limited liability company", "limited company" or the abbreviation L. L. C., L. C., LLC or LC. The name must be distinguishable from those of all other entities on file with the commonwealth. It may not infringe on any active trademark registered with the commonwealth or the U. S. Patent and Trademark Office. One may search online Massachusetts's trademark database and the USPTO's trademark database.
One may determine the availability of a proposed business name for use within Massachusetts by querying the commonwealth's official Business Search tool.
Massachusetts imposes a fee of $500 for the filing and processing of a certificate of organization, in addition to a recurring $500 annual report fee. Massachusetts requires the filing of an annual report containing all of the information included in the original certificate of organization.
The statutory authority for an LLC within the commonwealth is the Massachusetts Limited Liability Company Act (Mass. Gen. Laws ch. 156C et seq).
The statutory requirements for a valid certificate of organization filing are codified in Mass. Gen. Laws ch. 156C, § 12. The text of the statutes read as follows:
§ 12: Certificate of organization (a) In order to form a limited liability company, one or more authorized persons must execute a certificate of organization. The certificate of organization shall be filed in the office of the state secretary and set forth: (1) the name of the limited liability company; (2) the address of the office in the commonwealth required to be maintained by section five; (3) the name and address of the resident agent for service of process required to be maintained by section 5; provided, however, that the agent's written consent to the appointment shall be either in the certificate or attached to it; (4) if the limited liability company is to have a specific date of dissolution, the latest date on which the limited liability company is to dissolve; (5) if the limited liability company has managers at the time of its formation, the name and address of each manager; (6) the name of any other person in addition to any manager who is authorized to execute any documents to be filed with the office of the state secretary and at least one such person shall be named if there are no managers; (7) the general character of the limited liability company's business; (8) if desired, the names of one or more persons authorized to execute, acknowledge, deliver and record any recordable instrument purporting to affect an interest in real property, whether to be recorded with a registry of deeds or a district office of the land court; and (9) any other matters the authorized persons determine to be included therein. (b) A limited liability company is formed at the time of the filing of the initial certificate of organization in the office of the state secretary or at any later date specified in the certificate of organization if, in either case, there has been substantial compliance with the requirements of this section. A limited liability company formed under this chapter shall be a separate legal entity, the existence of which as a separate legal entity shall continue until cancellation of the limited liability company's certificate of organization. (c) All limited liability companies formed under this chapter shall also file an annual report with the state secretary setting forth the information required in subsection (a). (d) The fee for the filing of the certificate of organization required by subsection (a) shall be five hundred dollars. The fee for the filing of the annual report required by subsection (c) shall be five hundred dollars. Such fees shall be paid to the state secretary at the time the certificate of organization or the annual report is filed.
Ready to download the Massachusetts packet? Checkout delivers the formation files immediately. The operating agreement is a separate product if you need ownership and management rules.
Get the Massachusetts Packet — $9.99Illustrative sample layout for review before purchase — the licensed packet contains the current filing document and instructions.
MASSACHUSETTS LIMITED LIABILITY COMPANY
CERTIFICATE OF ORGANIZATION
If you are not 100 percent satisfied after purchase, contact us for a full refund. Lifetime updates apply if we replace this packet. This guarantee is about the product and support, not a promise that a particular filing will be accepted.
No. The certificate of organization is the public filing that creates the LLC. An operating agreement is a separate internal contract that sets ownership, voting, profit splits, and management. Most customers need both.
Yes. This packet is built around LLC Certificate of Organization. If the state later revises the official blank, lifetime updates cover a replacement packet.
When the state publishes a free official form, that blank is still free on the government site. This product packages the current form we carry, any companion files listed on this page, email support, and lifetime updates if we replace the packet. It is not a filing service and it does not pay the state’s filing fee.
This packet currently includes 3 documents in editable Word and print-ready PDF formats. The list on this page is the customer-facing inventory.
Massachusetts generally does not file the operating agreement with this certificate, but banks, lenders, and multi-member LLCs almost always want one. Choose member-managed if every owner will run the company, or manager-managed if appointed managers will run it.
No. ILRG provides self-help forms and information. You complete the documents and file them with the state, or use the official online portal where that is required. Consult a licensed attorney for tax elections, professional-license entities, or unusual ownership structures.
No. The $500 Certificate of Organization fee is paid separately. The later annual report is also a $500 filing.