Maine Articles of Organization (Certificate of Formation, MLLC-6)
Maine does not use a document called Articles of Organization. A Maine LLC is created by filing a Certificate of Formation, Form MLLC-6, with the Maine Secretary of State, Division of Corporations. The filing fee is $175, and the LLC exists once the certificate is filed.
Quick Answer
- Correct document
- Certificate of Formation (not Articles of Organization)
- Form number
- MLLC-6
- Filing fee
- $175
- Agency
- Maine Secretary of State, Division of Corporations
- Statute
- 31 M.R.S. ยง1531
- Annual report
- Form MLLC-13 - $85 domestic, $150 foreign
- Registered agent
- Required; appointed on Form CLKRA-3 to change
Maine Calls It a Certificate of Formation
Most states create an LLC with a document titled "Articles of Organization." Maine does not. Under 31 M.R.S. §1531, a Maine limited liability company is formed when one or more persons deliver a Certificate of Formation to the Secretary of State for filing. The Division of Corporations publishes that document as Form MLLC-6. If you search the Maine Secretary of State's form library for "Articles of Organization" you will not find an LLC form, because the phrase is not used for Maine LLCs.
The distinction matters in practice. Banks, lenders, and out-of-state counsel frequently ask a Maine LLC for "your Articles of Organization." The correct response is to provide the filed Certificate of Formation, which is the legally equivalent document. Maine's naming follows the Delaware convention rather than the majority convention described on the national articles of organization page.
Filing Fee and Where to File
The Maine Secretary of State's LLC form list states the filing fee for the Certificate of Formation (MLLC-6) as $175. That is a one-time charge paid when the certificate is submitted, and it is the only payment Maine requires to bring the LLC into existence. Filings go to the Division of Corporations, UCC and Commissions within the Secretary of State's office.
Plan for processing time. The Division of Corporations publishes a processing window for corporate filings measured in business days, and at the time of writing it lists a range of roughly 40 to 55 business days for standard corporate filings. If you need the LLC on a shorter timeline, check the Division's current expedited service options and their surcharges before you submit; do not assume same-day turnaround.
What Form MLLC-6 Must Contain
Section 1531 sets the minimum content of the certificate. Form MLLC-6 collects the same information in a fixed order:
- Name of the LLC, which must be distinguishable on the Secretary of State's records and must carry a permitted designator such as "Limited Liability Company," "L.L.C.," or "LLC."
- Filing date or delayed effective date, if the LLC is to come into existence later than the filing date.
- Registered agent information - either a commercial registered agent's CRA public number or a noncommercial registered agent's name and Maine address.
- Designation as a low-profit LLC or professional LLC, if either applies.
- Signature of an authorized person forming the company.
Notice what is not required: Maine does not ask for the members' names, the managers' names, or the LLC's business purpose on the Certificate of Formation. Ownership and management are governed by the operating agreement, which Maine does not file. See Maine LLC operating agreement.
The Registered Agent Requirement
Every Maine LLC must maintain a registered agent. Maine distinguishes between a commercial registered agent, which is a company listed with the Secretary of State and identified on filings by its CRA public number, and a noncommercial registered agent, which is an individual or entity with a Maine street address that agrees to serve for that specific company. Either satisfies the requirement; the difference is administrative.
Changing the agent later is a separate filing. Maine uses Form CLKRA-3, Statement of Appointment or Change of Commercial or Noncommercial Registered Agent, with a $35 fee. Because the agent is the address where lawsuits and state notices are delivered, keeping it current is not optional housekeeping. See Maine registered agent requirements and the national registered agent guide.
Maine LLC Filing Fees
The table lists the Maine LLC filings most companies encounter, with the form numbers and fees published by the Secretary of State's Division of Corporations.
| Filing | Form | Fee | When |
|---|---|---|---|
| Certificate of Formation (creates the LLC) | MLLC-6 | $175 | One-time, at formation |
| Annual report - domestic LLC | MLLC-13 | $85 | Every year |
| Annual report - foreign LLC | MLLC-13 | $150 | Every year |
| Statement of Foreign Qualification | MLLC-12 | $250 | Out-of-state LLC entering Maine |
| Change of registered agent | CLKRA-3 | $35 | As needed |
| Certificate of Cancellation | MLLC-11C | $75 | At close |
| Federal EIN | IRS Form SS-4 | $0 | One-time |
Two of these are worth flagging. Maine's foreign annual report costs nearly twice the domestic report, so an out-of-state company that qualifies in Maine carries a higher recurring registry cost than a Maine-formed LLC. And the $250 Statement of Foreign Qualification is higher than Maine's own $175 formation fee.
What to Do After the Certificate Is Filed
Filing MLLC-6 creates the entity. It does not, by itself, make the business operational. The usual sequence after formation is:
- Adopt an operating agreement. Maine does not file it, but it controls ownership percentages, management, distributions, and what happens when a member leaves.
- Get an EIN. The IRS issues it free. See how to get an EIN; non-residents without an SSN should read what an ITIN is.
- Register with Maine Revenue Services for sales tax, withholding, or other accounts the business needs. See Maine LLC tax filing.
- Check licensing. Maine has no single general business license; requirements are by occupation and municipality. See business licenses.
- File the annual report each year on Form MLLC-13. See Maine LLC annual report.
Choosing and Checking the Name
Maine will reject a Certificate of Formation whose name is not distinguishable from an existing entity on the Secretary of State's records. Check the name before you pay the $175, using the Secretary of State's corporate name search - see Maine business entity search. Registering the LLC name with Maine is a state-registry act only; it gives no nationwide rights. If the name will function as a brand, the separate federal system applies - see trademark registration. If you plan to trade under a different name than the registered one, that is a separate assumed-name filing; see Maine DBA filing and what a DBA is.
Foreign LLCs: MLLC-12, Not MLLC-6
An LLC already formed in another state does not file a Certificate of Formation in Maine. It files a Statement of Foreign Qualification to Conduct Activities, Form MLLC-12, for $250. That filing registers the existing entity to operate in Maine without creating a second company. Forming a duplicate Maine LLC when you should have qualified the existing one creates two entities, two sets of annual reports, and two tax registrations. Read how to form an LLC before deciding which path applies, and what an LLC is if you are still choosing a structure.
Closing a Maine LLC
A Maine LLC ends by filing a Certificate of Cancellation, Form MLLC-11C, for $75. Filing it stops the annual report obligation. Until it is filed, the entity remains on the register and the $85 domestic annual report keeps coming due, whether or not the business is operating. Wind up the company's affairs, settle liabilities, file final federal and Maine returns, then cancel. The sequence and the federal side are covered in how to dissolve an LLC. Definitions for the terms on this page are in the glossary, and structure trade-offs are in S-corp vs LLC and business tax.
Frequently Asked Questions
Does Maine use Articles of Organization?
No. Maine's LLC formation document is the Certificate of Formation, Form MLLC-6, authorized by 31 M.R.S. §1531.
How much does it cost to file Maine Form MLLC-6?
$175, per the Secretary of State's LLC form and fee list. A federal EIN is free.
What information goes on the Maine Certificate of Formation?
Name with a designator, any delayed effective date, registered agent details, any low-profit or professional designation, and an authorized signature. Members are not listed.
Does a Maine LLC need a registered agent?
Yes - a commercial agent identified by CRA public number, or a noncommercial agent with a Maine address. Changes use Form CLKRA-3 ($35).
What does an out-of-state LLC file in Maine?
Form MLLC-12, Statement of Foreign Qualification to Conduct Activities, for $250.
How do I close a Maine LLC?
File Form MLLC-11C, Certificate of Cancellation, for $75. That ends the annual report obligation.
Related
- Articles of organization (cluster hub)
- Maine LLC annual report
- Maine registered agent requirements
- Maine LLC operating agreement
- Maine LLC tax filing requirements
- Maine business entity search
- Maine DBA filing
- How to form an LLC
- How much does an LLC cost?
Sources
- Maine Secretary of State - Limited Liability Company Forms (MLLC-6 $175; MLLC-13 $85/$150; MLLC-12 $250; MLLC-11C $75; CLKRA-3 $35).
- Maine Secretary of State - Form MLLC-6, Certificate of Formation.
- Maine Legislature - 31 M.R.S. §1531, Formation of limited liability company; certificate of formation.
- Maine Legislature - Title 31, Chapter 21, Maine Limited Liability Company Act.
- Maine Secretary of State - Division of Corporations, UCC and Commissions.
- Maine Secretary of State - Application for Reinstatement (LLC).
- Maine Revenue Services - Maine Revenue Services (state tax registration and returns).
- Maine Revenue Services - Sales, Use and Service Provider Tax.
- IRS - Limited Liability Company (LLC) (federal classification).
- IRS - Get an Employer Identification Number (free EIN).
- IRS - About Form SS-4.
- Legal Information Institute (Cornell) - 26 CFR 301.7701-3 (entity classification election).
LegalGlass provides general information for educational purposes and is not legal advice, is not a law firm, and is not a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current amounts with the Maine Secretary of State, Division of Corporations and Maine Revenue Services before acting.