Getting Your LLC License: Everything You Need to Know
Many small business owners prefer the structure of LLCs because they offer the advantage of limited liability protection without a complexities of corporations.3 min read
2. Articles of Organization
3. Operating Agreements and Notices of Intent
Getting your LLC license involves the following steps:
- Choose a suitable LLC name that meets your state's guidelines.
- File formation paperwork with your state, and pay filing fees.
- Create an operating agreement for your LLC.
- Publish a notice of intent (not required in most states).
- Obtain necessary permits and licenses.
First Steps: Naming Your Business and Filing Paperwork
Each state has its own requirements for appropriate LLC names, but in general, the following apply:
- LLC names must be distinguishable from existing registered business names.
- LLC names must have a designator on the end, such as "L.L.C." or “Limited Liability Company.”
- LLC names must not include restricted words as outlined by the state, i.e. “Corporation” or “Insurance.”
You must also choose a name that doesn't infringe on a trademark. You can check the availability of a business name with your Secretary of State office.
Articles of Organization
Once you select an available business name, you'll file formation documents with the state, which are typically called one of the following:
- Articles of Organization
- Certificate of Formation
- Certificate of Organization
Your state may provide an easy fill-in-the-blank template for you to complete. You'll list basic information, such as your LLC name and address and the names of your LLC owners, or members. Your state may require all members to sign the documents, but some states allow you to appoint one member to sign for all.
You'll include the name and address of your company's registered agent on your paperwork as well. Registered agents are also known by the following terms:
- Agent for service of process
- Statutory agent
- Resident agent
This is a person or company that agrees to accept legal paperwork for your LLC.
You'll also pay filing fees when you submit your formation paperwork. In most states, filing fees are around $100, so they're generally modest.
Operating Agreements and Notices of Intent
You should write up an operating agreement, although your state probably won't require you to have one or file it. You'll want one for your own records, however.
Like corporate bylaws or a partnership agreement, an operating agreement gives you a framework for handling disagreements between members as well as procedures for ownership transfers. Commonly, an operating agreement will outline the following:
- The rights and responsibilities of all members
- The ownership percentage of each member
- Each member's voting power
- The allocation of profits and losses
- Meeting and voting rules
- Management rules
- “Buy-sell” provisions to outline procedures if a member dies, becomes disabled, or wishes to sell his or her ownership interests
Only a few states require you to publish a notice of intent in your local newspaper. This is a legal notice declaring your intention to start an LLC. If you need assistance drafting this notice, staff members at the newspaper should be able to help you.
You may have to publish the notice more than once, and the state may require you to publish it over a set period of time. You'll then file an affidavit of publication with your Secretary of State office. This step can take some time, so if you want to start your LLC quickly, keep this in mind. You should first find out if this is even a requirement in your state. If it is, you should take steps to complete it as soon as possible.
Once you've met the above requirements, your LLC is officially created. Before you start conducting business, make sure you have all the necessary permits and licenses to legally operate your company. This may include one or all of the following:
- Employer Identification Number, also known as an EIN or Federal Tax ID
- Business license
- Zoning permit
- Seller's permit
It doesn't take a lot of time or money to start up an LLC, which is why it's such a popular business structure for small business owners. You should get familiar with the advantages and disadvantages of LLCs so you ensure you're choosing the most appropriate business type for your company. Consulting with tax and/or legal professionals is one way to do this.
If you need help starting an LLC, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.