If you have already decided that you want your new business to operate as a Limited Liability Company (LLC), there are additional steps you must take in order to start operating as a new LLC. If you have already created your Operating Agreement between you and the other members of the LLC, and you have your Articles of Organization, then you must still register your Limited Liability Company in every state where you will do business. This article will cover the steps to take to get that registration done.
DO YOU DO BUSINESS IN THE STATE? This is the first consideration for where you will need to register your LLC. Certainly you have to register in the state where you have formed your Limited Liability Company. In that state you will file as a "Domestic" LLC. The general rule as to whether or not you have to file in another state is that if you: have a bank account; sell products; have an office, factory, or retail outlet; own real estate or personal property; or, * transact any business there; then you must register as a "foreign" LLC.
YOU CAN COMPLETE YOUR LLC REGISTRATION ONLINE OR VIA THE MAIL. You will register with the state's Secretary of State, Corporation Commission or Board. You can find the exact mailing address, or website location, by entering the state's name and "Secretary of State" into your web browser. Once you get to the website there will be directions for registering your Limited Liability Company.
YOU WILL NEED CERTAIN INFORMATION TO FILL OUT THE REGISTRATION FORM. The following information is generally what will be required for completing the registration. Name of LLC. Most states require that the name have the words "Limited Liability Company" or "LLC" in the company's title. Any time limits on the existence of the LLC. If you do not include a dissolution date, it will be assumed that it is perpetual. *Name of the member, manager or representative who will be the "statutory agent" for service of process, notice or demand required by statutes. Generally whoever you have to act must be located in that state and acknowledge on the form their acceptance of appointment. If you are registering in a state as a "foreign" LLC, in addition to having someone assigned as your "statutory agent," you will usually also have to acknowledge on the form that if no one from the company is available for service, the Secretary of State accepts service for you.
SUPPLY YOUR ARTICLES OF ORGANIZATION AND PAY YOUR LLC REGISTRATION FEE. Although you do not have to provide the state with a copy of your Operating Agreement, you will have to provide them a copy of the Articles of Organization. Your Articles of Organization is the document that contains the information about the management of the company, the assignability of interests, and distribution of profits and losses. The fee for registration varies from state to state but is generally between $45 and $100.
- THIS IS NOT LEGAL ADVICE. IF YOU ARE CONFUSED ABOUT YOUR DUTIES UNDER THE LAW, CONSULT AN ATTORNEY.
- If you amend your Articles of Organization at any time then a copy should be filed with the Secretary of State where your LLC is registered.
- If you have not formed your LLC yet you should read the article identified in the "Resources" section below.