LOADING...

Start an LLC

To start an LLC, you will need to file articles of organization in your home state and appoint a registered agent. Below, we cover the details you need to know, including how to maintain your limited liability company (LLC) after your business gets started.

Want to talk to a licensed attorney instead? Get Law on Call today for only $9 a month.

Get Started

What is an LLC?

An LLC (Limited Liability Company) is a type of business entity. LLCs can be made up of one person or multiple. Known as members, those who make up an LLC are the company’s owners. There is no limit to how many members can make up an LLC.

Some LLCs are member-managed, meaning the company’s day-to-day operations are managed entirely by its members. Other LLCs are manager-managed, which means non-members or only specific members handle the company’s day-to-day operations. Basically, if an LLC has even one non-managing member, the LLC is manager-managed.

As suggested by the “limited liability” portion of the name, LLCs provide limited liability for members. This is important especially as it relates to asset protection. If the LLC owes creditors money, or if lawsuits are filed against the LLC, members’ personal assets are safe from collection as long as they’ve been kept separate from business assets. Only the LLC’s assets will be subject to seizure.

Not the legal subject you’re looking for? Visit our Legal Topics page for our full list of free resources.

How to Start an LLC

Before you start an LLC, you should be aware of the steps that go into forming a company. Missing one of these steps could create more work for you down the line.

What steps go into starting an LLC?

The process may vary by your state, but in general, forming an LLC requires that you do the following:

  • Name your LLC
    When naming your LLC, you need to make sure that the name you choose is available. All states have a database where you can browse available business names. You can also reserve your name in most cases, which can be a good idea if you’re not quite ready to form your LLC.
  • Appoint a registered agent
    A registered agent is a business or individual who accepts official documents and service of process on your LLC’s behalf. Most states require LLCs to have a registered agent (sometimes called a statutory agent or agent for service of process). The registered agent must have a physical address in the state where you conduct business, and needs to be available during business hours at this address.
  • Submit Articles of Organization
    Articles of Organization are what you submit to the state to officially form your LLC. Articles of Organization are accompanied by a state filing fee, though the amount varies by state. Skip ahead to the “Filing Articles of Organization” section on this page to learn more.
  • Draft an LLC operating agreement
    An operating agreement is a document that details how your LLC will run. Operating agreements can cover everything from the purpose of the LLC to describing what to do in the event of a member departure. While states rarely require LLCs to submit its operating agreements, they are nevertheless an essential formation document if you hope for smooth business operations.
  • Get an EIN
    EIN stands for Employer Identification Number. It’s basically your company’s social security number, and in most cases you’ll need to have one before you can open a company bank account. EINs are issued directly from the IRS.
  • Open and fund a bank account
    Your LLC needs its own bank account. If it doesn’t have one, limited liability dwindles since member money and company money will be combined. But having an empty bank account isn’t much help either—you and other members will need to figure out how much money is needed to run the LLC, and then fund the bank account with that amount.

Starting an LLC can be intimidating.

Have questions about the process? We can help. Want an attorney to draft your LLC formation documents? We can do that, too. Learn More About Law on Call

Filing LLC Articles of Organization

Filing Articles of Organization is essential to starting an LLC, since skipping this step means your company won’t be registered the state.

States have different requirements when it comes to Articles of Organization. Some states, like Delaware, have a simple form with a handful of questions. Other states, like Louisiana, have a convoluted form with many questions. Most states fall somewhere in between.

Here’s an overview of the type of information most states require in their Articles of Organization:

  • Company Name
    Your name needs to include “Limited Liability Company” or an abbreviation like “LLC.” Many states also prohibit the use of certain words in company names, such as “bank” or “trust.”
  • Duration
    Most LLCs don’t have an end date. But if yours does, that date would be listed in the duration section.
  • Effective Date
    If you want your LLC to be formed on a specific date, as opposed to right when the Articles are filed, that date is listed here. There are generally state rules for how far into the future the effective date can be (usually 90 days).
  • Registered Agent
    Most states require you to appoint and maintain a registered agent. The registered agent can be you, a different member of your LLC, someone else (as long as they have a physical address in the state), or a commercial registered agent.
  • Principal Office Address
    This is the street address where your LLC conducts business, though some commercial registered agents will allow you to use their physical address instead.
  • Management
    Some states’ Articles ask whether the LLC is member-managed or manager-managed. They may also ask for names of members and/or managers. This is not the norm, but in states where it’s required, such as Louisiana and Arizona, there’s no getting around it.
  • LLC Organizer
    This is just the person signing and submitting the articles. They don’t necessarily have to be a member of your LLC. If you hire a business or attorney to complete and submit your formation paperwork, they’ll sign here.

Where do I submit the Articles of Organization?

Most states require Articles of Organization to be submitted to the Secretary of State’s office, either by mail, in person, or via an online system. Some states have a different office set up to receive such documents, such as Hawaii’s Business Registration Division.

Regardless of where your state collects Articles of Organization, the function is the same: to file your formation paperwork and register your LLC with the state.

How much is it to file Articles of Organization?

Exact amounts vary by state, but the most common payment to submit with your Articles of Organization hovers around $100.

In Colorado, it costs $50 to file Articles. In New Hampshire, it costs $100 to file (plus $2 if you file online).

Have questions about starting an LLC? Get them answered today.

Get Law on Call

Maintaining an LLC

Once your LLC is formed, it needs to be maintained. Just as starting your LLC comes with paperwork and payment, so does your company’s maintenance.

What is an annual report?

Annual reports are essentially informational updates with the state. Most states require annual reports or some related report, such as a biennial or periodic report. (These ask for generally the same information as annual reports, just with different due dates.)

A handful of states, including Arizona, Missouri, New Mexico, Ohio, and South Carolina, do not require annual (or related) reports for LLCs.

Annual reports are submitted to the same office that files Articles of Organization. So if your Articles went to your state’s Secretary of State, that’s where your annual report will go, too.

Payment is also due with your annual report. (The exception to this rule is Idaho). But what you owe varies by state. In California, which has a biennial report, $20 is due every two years. New Jersey requires $75 every year.

Do LLCs pay taxes?

By default, the IRS treats LLCs as pass-through or disregarded entities, which means profits and losses pass directly to members who file individual tax returns and pay their own taxes. This amounts to saying that the IRS treats single-member LLCs as sole proprietorships and multi-member LLCs as partnerships.

LLC members must pay self-employment tax in most cases, and will be on the hook for any state-level income taxes as well. The self-employment tax is for Social Security and Medicare, and applies to those who make more than $400 in net earnings.

However, LLCs can elect with the IRS to be taxed as another form of pass-through entity: S corporations. S corps render LLC owners as employees who must be paid reasonable salaries. Since self-employment taxes only apply to salaries, the benefit of being taxed as an S corp is potential tax savings. Self-employment taxes do not apply to distributions (the profits left over once salaries are paid). For example, if an LLC taxed as an S corp earns $300,000 in profits and $100,000 of that goes toward employee salary, then $200,000 will avoid self-employment tax.

About 10 states impose taxes on LLCs directly. California, for example, collects a minimum $800 franchise tax from LLCs annually. In Delaware, LLCs pay a flat $300 tax every year.

Starting an LLC FAQs

Who should start an LLC?

Whether or not you should start an LLC depends on your business goals and the amount of liability you’re willing to assume. Since an LLC acts as an entity separate from its members, it can keep your personal assets away from creditors and out of lawsuits (assuming those creditors and lawsuits are aimed at your LLC). Conversely, if you have a sole-proprietorship and your LLC is sued, your personal assets could be claimed as damages.

When is the right time to start an LLC?

Some people choose to start an LLC before starting business operations. Others wait to form an LLC until after their business is earning a profit. There’s not necessarily a right answer that works for every situation, but a general rule is that you should form your LLC before assuming substantial risk and racking up business debts. That way, if your business is sued, only the LLC’s assets will be on the table.

How long does it take to form an LLC?

Forming an LLC can take anywhere from a few hours to several weeks depending on your state and if you pay to expedite the filing process. Of course, doing the leg work—drafting an operating agreement, opening and funding a bank account, creating a business plan—can take much longer.

How much does it cost to form an LLC?

The cost to form an LLC varies by state. Most states charge around $100 to file Articles of Organization.

What’s the difference between an LLC and a corporation?

LLCs and corporations are both business entities that provide limited liability to owners, but they differ in several important ways. Corporations issue stock to shareholders, unlike LLCs, operate according to corporate bylaws instead of operating agreements, and corporations are (automatically) taxable entities. To learn more, visit our Start a Corporation page.

What is a foreign LLC?

A foreign LLC is a company operating in a different state than the one in which it was formed. Let’s say an LLC formed in Utah, later expanding into Arizona and New Mexico. The company would register as a foreign (out-of-state) LLC in Arizona and New Mexico (and any other state it expanded operations to besides Utah.)

Is the information in my Articles of Organization publicly available?

Yes. Any information you include in your Articles of Organization will become part of the public record.

New Here?

Sign Up Today

Have an account?

Request Legal Work