The certificate of organization is the form the Nebraska Secretary of State uses to record the formation of a limited liability company (LLC). It asks for the company name, the initial designated office, the initial agent for service of process, an optional effective date and the organizer's signature. On this page you can fill out the form online on FillingPDF and download or print the completed PDF; the official PDF is published by the Nebraska Secretary of State, and filing follows the agency's channels.
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What is Certificate of Organization – Nebraska?
The Certificate of Organization for a limited liability company is the Nebraska Secretary of State form on which an organizer names the new LLC, gives its initial designated office and initial agent for service of process, and signs to form the company.
The form cites Neb. Rev. Stat. §21-117 and carries the revision date 7/12/2022. It is a single page with these items:
- the name of the limited liability company;
- the street address, and a mailing address if different, of the initial designated office;
- the name of the initial agent for service of process, with the agent's street address and any post office box or mailing address;
- an effective date, only if it is other than the date filed;
- the signature and printed name of the organizer.
The Secretary of State's forms and fee page lists this filing among the limited liability company documents. The same list shows separate filings that are not this form: Certificate of Organization (Professional Service), Amended Certificate of Organization and Statement of Change (designated office, registered agent/office).
The form closes with a legal notice: the Secretary of State's office cannot provide legal advice and recommends professional legal, tax and financial advice when forming a business.
Who needs to file Certificate of Organization – Nebraska?
The organizer of a new limited liability company in Nebraska completes and signs this form to have the company recorded with the Nebraska Secretary of State. The form has one signature block, for the organizer, with the organizer's printed name beneath it.
Points that decide whether this is the right document:
- The company name must contain the words Limited Liability Company or Limited Company, or the abbreviation L.L.C., LLC, L.C. or LC. Limited may be abbreviated as Ltd., and Company as Co.
- The company needs an initial designated office with a street address, and an initial agent for service of process with a street address.
- An LLC that is a professional service company uses a different filing, Certificate of Organization (Professional Service), which the agency's fee list names separately.
- Changes after formation use other filings, such as Amended Certificate of Organization or Statement of Change, not this form.
The form does not say that anyone other than the organizer may sign it.
When to file Certificate of Organization – Nebraska
File the Certificate of Organization when you are ready to form the limited liability company. The form prints no deadline of its own. Unless you enter a date under Effective date if other than the date filed, the filing takes effect on the date it is filed; if you want a different effective date, write it in that space. The agency's forms page does not give a processing time for this filing.
How to fill out Certificate of Organization – Nebraska
Enter the LLC name
Write the name of the limited liability company on the first line. It must contain Limited Liability Company or Limited Company, or the abbreviation L.L.C., LLC, L.C. or LC; Limited may be shortened to Ltd. and Company to Co.
Enter the designated office street address
Under the initial designated office, enter the street address (required) and the city and ZIP; the state NE is preprinted.
Add a mailing address if different
On the second address line, enter the mailing address, city and ZIP only if it differs from the street address.
Name the initial agent
Enter the name of the initial agent for service of process.
Enter the agent's addresses
Give the agent's street address (required), city and ZIP. On the next line add the PO Box or mailing address if it differs from the street address.
Set an effective date if needed
Fill in Effective date if other than the date filed only if you want a date later than or different from the filing date; otherwise leave it blank.
Sign and print the organizer's name
The organizer signs on the signature line and prints the name below it. To sign electronically, download and save the form first so the digital signature feature works.
Review and download the completed PDF
Check the company name, both addresses and the signature, then download or print the completed PDF from FillingPDF and file it through the channels under How to submit.
How to submit Certificate of Organization – Nebraska
The Nebraska Secretary of State takes this filing online through eDelivery or on paper at its office.
- Online (eDelivery): the agency's forms and fee page marks the Certificate of Organization as fileable online at https://www.nebraska.gov/apps-sos-edocs. You must have a signed PDF of the form to upload. To sign electronically, download and save the form first so the digital signature feature works. Online services that require a fee can be paid by credit card.
- In the office: the form's letterhead gives the Secretary of State's address as P.O. Box 94608, Lincoln, NE 68509, and its website as www.sos.nebraska.gov. The form names no separate delivery instructions, so confirm them with the office.
A filing fee applies, and the form prints one rate for in-office filing and a lower rate for online filing. Check the form or the agency's forms and fee information for the current amount.
FillingPDF lets you fill out and download the PDF; submission follows the channels above.
Common mistakes to avoid
- Choosing a company name without Limited Liability Company, Limited Company, or one of the abbreviations L.L.C., LLC, L.C. or LC.
- Leaving the Street Address (Required) of the initial designated office or of the initial agent blank, or giving only a mailing address.
- Leaving out the printed name of the organizer under the signature line.
- Uploading an unsigned PDF to eDelivery; the agency says you must have a signed PDF to upload.
- Signing electronically without first downloading and saving the form, which the agency says is needed to enable the digital signature feature.
- Using this form to establish a professional service LLC, which the agency lists as a separate filing, Certificate of Organization (Professional Service).
- Using this form to change an existing LLC's office or agent; the agency lists Statement of Change for that.
- Entering an effective date when you want the filing effective on the filing date; that space is only for a date other than the date filed.
Frequently asked questions
What is a certificate of organization in Nebraska?
It is the Nebraska Secretary of State form that forms a limited liability company. The organizer gives the LLC's name, its initial designated office, its initial agent for service of process and, optionally, an effective date, then signs. The form cites Neb. Rev. Stat. §21-117.
Can I file the Nebraska certificate of organization online?
Yes. The Secretary of State lists this filing as available through eDelivery at https://www.nebraska.gov/apps-sos-edocs. You need a signed PDF to upload, and online services that require a fee can be paid by credit card.
Is there a fee to file a certificate of organization?
Yes. The form prints a filing fee with one rate for in-office filing and a lower rate for online filing. Check the printed form or the Secretary of State's forms and fee information page for the current amounts.
What can I name my LLC on this form?
The name must contain Limited Liability Company or Limited Company, or the abbreviation L.L.C., LLC, L.C. or LC. Limited may be abbreviated as Ltd., and Company may be abbreviated as Co.
Do I need a street address for the office and the agent?
Yes. The form marks Street Address as required for both the initial designated office and the initial agent for service of process. A mailing address or PO box is added only if different from the street address.
Who signs the certificate of organization?
The organizer signs, and the organizer's printed name goes beneath the signature. The form has no other signature block. For online filing, you upload a signed PDF.
Can I choose a later effective date?
Yes. The form has a space for an effective date if other than the date filed. If you leave it blank, the effective date is the date the filing is made.
Is this the same form as the Professional Service certificate?
No. The Secretary of State's fee list shows Certificate of Organization (Professional Service) as a separate filing. Use the one that matches your company; the Secretary of State's office cannot give legal advice on which applies.
Can I fill out the certificate of organization on FillingPDF?
You can fill out the PDF online on FillingPDF and download or print it. FillingPDF is independent of the Nebraska Secretary of State and does not file the form; you file it through the agency's channels.
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