Formation of limited liability company -- Certificate of organization

(1) One or more persons may act as organizers to form a limited liability company by delivering to the division for filing a certificate of organization. (2) A certificate of organization must state: (a) the name of the limited liability company, which must comply with Section 16-1a-302; (b) the street and mailing address of the limited liability company's principal office; (c) the information required by Section 16-1a-404; (d) if the limited liability company is a low-profit limited liability company, a statement that the limited liability company is a low-profit limited liability company; (e) if the limited liability company is a professional services company, the information required by Section 16-20-903; and (f) if the limited liability company is to have one or more series in which the liabilities of the series are to be limited as contemplated by Subsection 16-20-1001(2), notice of the limitation on liability in accordance with Section 16-20-1002. (3) (a) A certificate of organization may contain statements as to matters other than those required by Subsection (2), but may not vary or otherwise affect the provisions specified in Subsection 16-20-107(3) in a manner inconsistent with that section. (b) However, a statement in a certificate of organization is not effective as a statement of authority. (4) A limited liability company is formed when the limited liability company's certificate of organization becomes effective and at least one person becomes a member.