Written by Acorn Sales Company, manufacturing stamps and seals since 1964 · Reviewed by Holly R, VP of Sales and Marketing at Acorn Sales, against the Delaware LLC Act, the Code of Virginia, UCC Article 8 and the Acorn Sales certificate and kit listings on September 25, 2026 · Updated September 25, 2026
An LLC membership certificate is a document an LLC issues to show that a member owns a stated interest in the company. Delaware and Virginia law both say a member's interest may be evidenced by a certificate unless the LLC's own agreement says otherwise, and neither section requires one. This guide covers what goes on one, how to issue it, and which kit or certificate to buy.
What is an LLC membership certificate?
It is the LLC version of a stock certificate. A corporation has shareholders who hold shares, while an LLC has members who hold membership interests, which Acorn's LLC certificates count in units. The certificate names the company and records that a member holds an interest in it.
The certificate is issued by the LLC itself, not by the state, and the company records each one it issues in its own books.
Does an LLC have to issue membership certificates?
No statute we checked requires one.
Delaware's LLC Act says that, unless the LLC agreement provides otherwise, "a member's interest in a limited liability company may be evidenced by a certificate of limited liability company interest issued by the limited liability company." (6 Del. C. §18-702(c))
Virginia's LLC Act uses the same permissive wording: a membership interest "may be evidenced by a certificate of interest" unless the articles of organization or an operating agreement provide otherwise (Va. Code §13.1-1039(B)). Delaware adds one limit worth knowing: an LLC cannot issue a certificate in bearer form.
The deciding document is your operating agreement. If it says interests are certificated, issue certificates. If it is silent, issuing them is your choice.
What goes on an LLC membership certificate?
A custom printed LLC certificate from Acorn carries the company level wording, and the member level details are filled in when each certificate is issued. The Deluxe LLC Corporate Kit lists the printed wording, and the certificate listings add the sequence number.
| Element | Printed or filled in | Notes |
|---|---|---|
| Company (entity) name | Printed | Exactly as it appears on your articles of organization |
| State of organization | Printed | The state where the LLC was formed |
| Authorized number of units | Printed | Taken from your operating agreement |
| Par value | Printed, if any | Leave it off if your LLC has none |
| Two signature lines | Printed | Normally the Manager and the Member |
| Certificate number | Printed | Printed certificates are numbered in sequence, typically starting at 1 unless you note otherwise |
| Member's name and units held | Filled in | These change with each certificate, so they are written in when you issue it |
If your operating agreement uses different titles for the signers, give us the titles you want when you order. Match the company name to your formation documents letter for letter, including "LLC" or "L.L.C."
Are LLC membership interests securities?
Not unless one of three conditions applies. UCC §8-103(c) says an LLC interest "is not a security unless it is dealt in or traded on securities exchanges or in securities markets, its terms expressly provide that it is a security governed by this Article, or it is an investment company security." (Cornell LII)
That matters for wording and for what happens if a certificate is lost. If your operating agreement opts in to Article 8, your attorney may want specific language on the certificate, so settle that before you order printed certificates.
How do you issue an LLC membership certificate?
- Check the operating agreement. Confirm that interests are certificated and who signs for the company.
- Take the next certificate in sequence. Printed certificates are numbered, so use them in order and never skip or reuse a number.
- Fill in the member and the units. Write the member's full legal name and the number of units this certificate represents.
- Sign it. The printed lines are normally for the Manager and the Member.
- Emboss it, if you use a seal. Every Acorn LLC kit includes a customized seal. A seal is not required everywhere; the Texas Secretary of State says "Texas law does not require a business to have a seal."
- Record it. Enter the certificate number, the member, the units and the date in the stock and transfer ledger, and file the record in the minute book.
Which LLC certificates are available?
All three short form certificates below measure 8-1/2″ x 11″, are three-hole punched to fit a standard minute book, carry a printed back and cost $2.50 each.
- Short Form Green LLC Certificate: green with an eagle and black wording, available printed or unprinted.
- Blue Short Form LLC Certificate: blue with an eagle and black text, available plain or customized.
- Short Form Membership Certificate: green with an eagle, suited to membership and non-profit organizations, available printed or unprinted.
Printed certificates can be permanently bound in a loose-leaf section in sequence, or ordered as loose sheets.
LLC kit or corporate kit: what is the difference?
The kits match piece for piece and price for price. The difference is the certificate wording, which follows the entity type.
| Kit | Price | What is included |
|---|---|---|
| Basic LLC Corporate Kit | $69.95 | Customized seal, 10 unprinted certificates with stock transfer sheets, three ring minute book with tab indexes, stock and transfer ledger |
| Deluxe LLC Corporate Kit | $89.95 | Customized seal, 15 custom printed certificates with stock transfer sheets, minute book with tab indexes, slip box, stock and transfer ledger, typeset spine sheet with the company name |
| Basic Corporate Kit | $69.95 | Same contents as the Basic LLC kit |
| Deluxe Corporate Kit | $89.95 | Same contents as the Deluxe LLC kit, with certificates printed for shares and signature lines typically for the President and Secretary |
Choose the Deluxe LLC kit if you want certificates ready to sign. Choose the Basic kit if you would rather fill in or print the wording yourself.
Ordering and delivery
Certificates and kits are assembled at Acorn's Richmond, Virginia headquarters. Most orders ship within one business day, and UPS 2nd Day Air and Next Day Air are offered.
When you reorder, choose the same certificate so the set stays consistent, and tell us the number to start from so the sequence continues.
Related guides
- Stock Certificates and Corporate Kits: Complete Guide
- Corporate and LLC Seals, Company Stamps and Kits
- What Goes on a Stock Certificate, and How to Issue One
- Lost Stock Certificate: How a Corporation Replaces It
- Start Your Business with an Incorporation Kit
- Tips for Crafting an Eye-Catching LLC Seal Design
Frequently asked questions
Is an LLC membership certificate the same as a stock certificate?
They do the same job for different entities. A stock certificate evidences shares in a corporation, and an LLC membership certificate evidences a member's interest in an LLC. The printed wording differs: LLC certificates show the state of organization and authorized units, and stock certificates show the state of incorporation and authorized shares.
Can I print LLC certificates myself?
Yes. The Short Form Green LLC Certificate and the Short Form Membership Certificate are both sold unprinted at $2.50, and the Basic LLC Corporate Kit includes 10 unprinted certificates. Order custom printed certificates if you want the company wording set for you.
What size is an LLC membership certificate?
Acorn's LLC and membership certificates are short form, 8-1/2″ x 11″, and three-hole punched so they fit a standard corporate minute book alongside your records.
Does an LLC need a seal to issue certificates?
Not in every state. The Texas Secretary of State says Texas law does not require a business to have a seal. Check your operating agreement and your state's rules, and note that every Acorn LLC kit includes a customized seal if you want one.
What if a member loses the certificate?
Start with the operating agreement. UCC §8-405 addresses lost security certificates, and an LLC interest is not a security under Article 8 unless one of the §8-103(c) conditions applies, such as the agreement opting in.
Can I order more certificates later?
Yes. Order the same certificate you used before so the design matches, and give us the starting number so printed certificates continue your sequence rather than restarting at 1.
Ready to set up your LLC's records? Compare the Basic and Deluxe LLC kits on our Corporate Kits page.
