To form a limited liability company, you must comply with the requirements of the state law where your business is located. All states require filing appropriate documentation with a state agency to create the LLC. Some states also have publication requirements. The precise formation requirements and required forms are usually made available by the state agency responsible for registering LLCs. To determine whether an LLC is the type of legal structure best suited for your business, obtain the advice of business professionals, such as an attorney and accountant, regarding your specific situation.
Obtain LLC filing information from the state agency that registers LLCs, typically the secretary of state or department of state. For example, the New York Department of State maintains a Web page called "Forming a Limited Liability Company in New York" that specifies the requirements for creating a New York LLC.
Download the required form for creating an LLC from the state agency's website. The form is commonly referred to as articles of organization, but in some states it is referred to as a certification of organization or a certificate of formation.
Prepare the state's LLC form by inputting the required information, which typically includes the name and principal business address for your LLC, the name and address of an agent to accept important legal documents for your LLC, a general statement of your LLC's business, the management structure for your LLC, and whether the LLC existence will be perpetual or terminate on a specific date.
File the completed form with the state agency. Each state sets a fee for filing the form. In most states, when the form is accepted for filing, the LLC comes into existence.
Follow the publication requirements if required by your state. Both New York and Arizona require publication of the filed articles of organization in a qualified newspaper. Proof of publication needs to be filed with the state agency when completed. Failure to meet the publication requirement results in suspension of your LLC.
Tips & Warnings
- A common document also associated with forming an LLC is an operating agreement that specifies the LLC management structure and financial decisions. Adopting an operating agreement is optional in all states except New York and Missouri, where LLCs are required to adopt a written operating agreement. However, operating agreements are private documents that are not filed with any state's LLC registering agency.
- Check your state's requirements for additional and periodic filings to keep your LLC in good standing and qualified to engage in business. For example, Nevada requires that your LLC file a form called "Initial List of Managers or Managing Members and Registered Agent and State Business License Application" within a month after your LLC is registered. In California, a form called "Statement of Information" must be filed within 90 days of registration and every two years thereafter.
- SBA.gov: Register With State Agencies
- New York Department of State: Forming a Limited Liability Company in New York
- Arizona Corporation Commission: Articles of Organization
- Idaho Secretary of State: Certificate of Organization
- Washington Secretary of State: Certificate of Formation
- KEYTLaw: How to Form an Arizona LLC
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