I formed my LLC last year, and I'm the only member. I have the original stamped articles and the signed operating agreement. My question is: should I keep the originals myself, or is there some reason to leave them with a registered agent, attorney, or in a safe deposit box? I want to make sure I'm not missing something obvious about where these should physically live.
LLC Records
Who should keep the original LLC formation documents?
I keep my originals in a fireproof safe at home. The state already has the filed copy on record, so as long as you have your copy you’re fine.
Safe deposit box is a common choice if you have one, but it can be a hassle if you need them quickly. For a sintle-member LLC, home safe is usually enough.
Is there ever a situation where the registered agent should hold the originals? I thought they just receive service of process.
No, registered agents don’t typically keep your formation documents. They might have a copy for their records, but the originals belong to the LLC. I’d keep them with your other important business records.
If you used an attorney to form the LLC, they might have the original signed operating agreement in their file, but you should absolutely have your own copy. Ask them if you’re not sure.
I scanned everything and put the originals in a folder in my desk. Maybe not the most secure, but I know where they are.
my accountant told me to keep originals of anything with a signature or seal. So articles and operating agreement stay with me. Copies can go to whoever needs them.
What about the EIN letter? That’s not an LLC formation document, but but it’s often kept together. I keep all of it in one binder.
The EIN letter is just a notice, not an original formation doc. But yeah, good to keep it with the rest.
If you have a safe deposit box, check your bank’s rules. Some require both renters to be present to open it, which could be a problem if you’re the only member but have a spouse on the box.
That’s a good point. I had a joint box with my spouse and it was a pain when we needed something quickly. Now I just use a home safe.
Does anyone keep a copy at their business address if it’s different from home? I work from a coworking space and worry about leaving originals there.
I wouldn’t leave originals at a coworking space. Too many people around around. Keep them at home or in a bank box.
Also, if you ever need to prove ownership for a loan or something, having the originals handy is useful. A bank might want to see them.
I’ve never been asked for the originals, only copies. But I still keep them.
Thanks for the input. I think I’ll keep them at home in a fireproof box and maybe make digital copies. I wasn’t sure if there was some rule about registered agents holding them, but it sounds like that’s not a thing.