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Pursuant to Ohio Revised Code Section 1706.172(D), articles of organization delivered to the Ohio Secretary of State for filing may specify an effective time and a delayed effective date of not more than ninety days following the date of receipt by the Secretary of State.
(B) A conversion shall become effective as follows: (1) If the converted entity is a limited liability company, when the articles of organization take effect; (2) If the converted entity is not a limited liability company, as provided by the governing statute of the converted entity.
Pursuant to Ohio Revised Code Section 1706.16, the Secretary of State's office authorizes limited liability companies to conduct business in Ohio. Documents must be filed with the Secretary of State's office before a limited liability company may legally conduct business in Ohio.
Statement of Authority State the authority of a specific person, or, with respect to any position that exists in or with respect to the limited liability company or series thereof, of all persons holding the position to enter into transactions on behalf of the limited liability company or series thereof.
Transacting Business without Registration Under the current law, an unregistered limited liability company does not owe a penalty for failing to register with the Ohio Secretary of State, but the entity is prevented from maintaining a lawsuit in Ohio.