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| Be Unique: | Use A Legal Designator: | Stay Honest: |
|---|---|---|
Your name must be clearly distinguishable from all other Washington entities on record with the Secretary of State. Names that are identical to existing businesses will be rejected at filing. | Your name must include "Limited Liability Company," "Limited Company," "LLC," "L.L.C.," "Limited Liability Co.," or another approved abbreviation under Washington law. | Names that imply services or credentials your LLC does not hold, or that reference restricted professional terms without the required licensing, are not permitted. |

General Business Information | This section states your LLC's official name as registered with the Washington Secretary of State, your principal business address, and whether the LLC has a perpetual or fixed duration. |
Management Structure | It defines whether the LLC is member-managed or manager-managed and specifies who holds signing authority for contracts and major financial commitments. |
Tax Designation | It formally states how the IRS will treat your LLC. This section should also acknowledge B&O tax obligations, the Washington State Business License requirement, and a process for voting on any future federal or state tax election changes. |
Member Information & Ownership | This section lists every member's name, address, ownership percentage, and initial capital contribution. Since Washington's Certificate of Formation does not require member names on the public record, this section is the definitive internal ownership document for your LLC. |
Decision Making & Voting | It sets the voting threshold for major business decisions, whether a simple majority (51%) or a unanimous vote (100%) is required for actions like taking on significant debt, changing the management structure, or admitting a new member. |
Membership Changes (Buy-Sell) | Outlines what happens when a member wants to leave, sell their interest, or pass away. This section protects business continuity during ownership transitions and prevents disputes from becoming legal conflicts. |
LLC Dissolution | Provides a clear process for winding down the business, settling debts with creditors, distributing remaining assets to members, obtaining Revenue Clearance from the Washington Department of Revenue, and filing Articles of Dissolution with the Washington Secretary of State. |