Question:  A person who is will not be a member or manager of my Arizona LLC reserved the company’s name with the Arizona Corporation Commission. Will the ACC reject the Articles of Organization?

Answer:  Yes unless you take appropriate action to prevent the rejection.

Recently we were asked to form an Arizona limited liability company under a name that was reserved by the CPA of the to be formed LLC.  The CPA was not going to be a member or a manager of the new LLC.  The Arizona Corporation Commission will reject the Articles of Organization of a new Arizona LLC if a valid name reservation exists and the holder of the name reservation is not a member or manager of the new LLC.

Solution:  I called the Corporations division of the Arizona Corporation Commission and asked how to solve the problem.  The simple solution is to name the holder of the name reservation as the organizer of the LLC and have the organizer sign the Articles of Organization.  Arizona law does not require that a member or manager sign the Articles of Organization as the organizer.  Anybody with capacity and authorization can sign the Articles of Organization of an Arizona LLC.

We submitted the Articles of Organization signed by the organizer to the Arizona Corporation Commission and it was approved.