Understanding Arkansas LLC Laws
The rules for starting and running an Arkansas limited liability company (LLC) are laid out by Arkansas's LLC laws.
In this guide, we offer simple explanations to Arkansas LLC laws about:
To learn more about starting an LLC, visit our form an LLC guide.
LLC Formation Requirements
Arkansas LLC laws set out the requirements for forming an LLC. The State of Arkansas has created the SOS Corporations Online Filing System and PDF Certificate of Organization form to simplify the process.
Arkansas LLC Formation Statute
The following LLC formation statutes are from the Arkansas Uniform Limited Liability Company Act:
4-38-201. Formation of limited liability company; Certificate of organization.
(a) One or more persons may act as organizers to form a limited liability company by delivering to the Secretary of State for filing a certificate of organization.
(b) A certificate of organization must state:
(1) the name of the limited liability company, which must comply with § 4-38-112;
(2) the street and mailing addresses of the company's principal office; and
(3) the information required by § 4-20-105(a).
(c) A certificate of organization may contain statements as to matters other than those required by subsection (b), but may not vary or otherwise affect the provisions specified in § 4-38-105(e) and (f) in a manner inconsistent with that section. However, a statement in a certificate of organization is not effective as a statement of authority.
(d) A limited liability company is formed when the certificate of organization becomes effective and at least one person has become a member or manager.
Start forming your LLC by reading our formation services review.
What This Means: Key Takeaways*
The Arkansas LLC statute provides the requirements for setting up (or forming) an LLC. The State of Arkansas offers online and mail-in LLC filing to meet these requirements.
Required Information for Arkansas LLC Formation:
- LLC’s name (Must meet Arkansas LLC naming requirements)
- Whether the LLC is member-managed or manager-managed
- Registered agent’s name and Arkansas registered office address
Recommended: For help with completing the LLC formation forms, visit our Arkansas LLC Certificate of Organization guide.
Registered Agent Duties and Appointment
Arkansas LLC laws define the duties and appointment of the LLC registered agent.
Arkansas LLC Registered Agent Statute
The following registered agent statutes are from the Arkansas Model Registered Agents Act:
4-20-105. Appointment of registered agent.
(a) A registered agent filing must state:
(1) the name of the represented entity's commercial registered agent; or
(2) if the entity does not have a commercial registered agent, the name and address of the entity's noncommercial registered agent:
(A) the name and address of the entity's registered agent; or
(B) the title of an office or other position with the entity if service of process is to be sent to the person holding that office or position, and the address of the business office of that person.
(b) The appointment of a registered agent pursuant to subsection (a)(1) or (2) is an affirmation by the represented entity that the agent has consented to serve as such.
(c) The Secretary of State shall make available in a record as soon as practicable a daily list of filings that contain the name of a registered agent. The list must:
(1) be kept available for at least 14 calendar days;
(2) list in alphabetical order the names of the registered agents; and
(3) state the type of filing and name of the represented entity making the filing.
What This Means: Key Takeaways*
A registered agent’s job is to accept service of process (legal summons to a lawsuit).
An Arkansas registered agent must:
- Maintain a registered office in Arkansas (i.e., no P.O. boxes)
- Be an individual, an Arkansas corporation or LLC, or foreign corporation or LLC with a business address that is the same as the registered office address
Registered agent information is kept on file by the State of Arkansas. If you change your registered agent or if your registered agent resigns, you must file a change of registered agent form.
Operating Agreements
Arkansas LLC laws provide guidelines for creating and maintaining an LLC operating agreement.
The following operating agreement statutes are from the Arkansas Uniform Limited Liability Company Act:
4-38-102. Definitions.
(13) “Operating agreement” means the agreement, whether or not referred to as an operating agreement and whether oral, implied, in a record, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in § 4-38-105(a). The term includes the agreement as amended or restated.
What This Means: Key Takeaways*
An LLC operating agreement allows LLC members to create rules for how their unique LLC operates. These rules are often called “terms” or “provisions.”
Operating agreements are limited by state statute. For example, if the statute says LLC members can’t dissolve an LLC without all members agreeing, LLC members can’t change or override the statute with an operating agreement.
When an operating agreement is in place, it’s easier to navigate situations involving the operation of the LLC. And, if a lawsuit or dispute arises, LLC members (or the courts) have something to reference.
If a dispute arises that can’t be resolved by LLC members and there isn’t an operating agreement, the courts will use LLC statute to resolve disputes.
Creating an Operating Agreement
Some LLCs, such as professional LLCs or real estate LLCs, might need unique terms, while others might only need to cover standard provisions:
- Each member’s responsibilities
- How new members will be admitted
- How existing members may transfer or terminate their membership
- How profits and dividends will be distributed
- The process for amending the operating agreement
Use our free operating agreement template or learn more with our What Is an Operating Agreement guide.
*This information is provided for educational and entertainment purposes only. Please consult a lawyer for legal advice.