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Initial Resolutions – Member-Managed LLC

If member are not listed on the Articles of Organization, the initial resolutions are needed to show who has authority to act for the LLC. While it may seem like a formality, the initial resolution is an important piece of starting a business. Put simply, the initial resolution shows how your LLC acts in between its formation and the adoption of its internal governing documents (e.g. its operating agreement).

Initial Resolution – Member-Managed LLC

Member-Managed LLC – Free Initial Resolution Template

This template is free for individual use and may be used to record the initial actions of your new LLC. This form should be kept and maintained in the company records.

We also provide other free LLC resolution templates, including initial resolutions for managed-managed LLCs and general resolution templates for both member and manager-managed LLCs:

Why does my LLC need initial resolutions?

Companies are unable to act by themselves. Living and breathing humans are the only ones who can physically act for the business. When the members are not listed in the articles of organization, the initial resolutions are used to show which living human(s) can act on the LLC’s behalf.

What should initial resolutions include?

The initial resolutions should cover all the essential items that are not covered by the Articles of Organization. For instance, the initial resolutions generally include:

  • The LLC’s name and filing number
  • The date and state of organization
  • Ratifying (or approving) the actions of the organizer
  • Statement that the Articles of Organization have been completed
  • The members of the LLC
  • Statement adopting the operating agreement of the LLC
  • Any other statements of initial business (such as setting up a bank account or hiring a specific firm or service provider)
  • Date and signature of the organizer

Does Northwest have any other corporate forms?

We do! We have templates for bylaws, Articles of Incorporation and more.

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