Key Takeaways

  • Business filing refers to the legal steps and documentation required to formally establish and maintain an LLC or other business entity.
  • Essential business filing steps include selecting a business structure, filing formation documents, appointing a registered agent, and maintaining annual compliance.
  • LLCs must file Articles of Organization (or equivalent) with their Secretary of State, obtain an EIN, and keep internal documents like operating agreements and membership certificates.
  • Corporate filings often include Articles of Incorporation, bylaws, shareholder agreements, and ongoing reports to maintain good standing.
  • Maintaining compliance through timely annual reports, license renewals, and recordkeeping prevents penalties and business dissolution.

LLC business filing refers to the tax treatment elected by a limited liability company (LLC), which is a legal business entity governed by state law. LLC members can opt to be taxed as either a sole proprietorship (disregarded entity), a partnership, or a corporation, depending on the number of members and other factors.

The IRS automatically treats an LLC with just one member as a disregarded entity. In contrast, a multimember LLC is automatically treated as a partnership by the IRS. Regardless of the number of members, an LLC can file IRS Form 8832 to elect corporate taxation.

Entity Classification

Under the IRS entity classification rules, certain types of businesses are classified as corporations, including:

  • Any business formed as a corporation under state or federal statute, or by law of an Indian tribe recognized by federal law.
  • An association, as defined by section 301.7701-3 of IRS regulations.
  • An entity described as a joint stock association by state statute.
  • A business banking entity chartered by the state with FDIC-insured deposits.
  • A business entity owned by a state, a municipality, or a foreign government.
  • Any business entity that can be taxed as a corporation under IRS code, excepting section 7701(a)(3).
  • Certain foreign entities as defined by Form 8832.
  • Insurance companies.

An LLC does not fall into one of these categories. Thus, it is not treated as a corporation unless it elects for corporate tax treatment by filing Form 8832.

Understanding the Business Filing Process

Business filing is the process of submitting the necessary paperwork and legal documents to create a recognized business entity under state law. This process ensures your LLC, corporation, or partnership gains formal legal standing and complies with state and federal regulations.Common elements of the business filing process include:

  1. Choosing the right entity structure — LLCs, corporations, partnerships, and sole proprietorships each have distinct tax and liability characteristics.
  2. Filing formation documents — LLCs typically file Articles of Organization while corporations file Articles of Incorporation. These documents establish your business name, address, management structure, and purpose.
  3. Appointing a registered agent — Every entity must designate an agent authorized to receive legal and tax correspondence on its behalf.
  4. Obtaining federal and state tax IDs — Businesses usually require an Employer Identification Number (EIN) from the IRS for tax and banking purposes.
  5. Securing necessary licenses and permits — Depending on your industry, you may need professional, local, or occupational permits to legally operate.

Understanding these foundational steps ensures your LLC is compliant from the outset and protected against administrative penalties or dissolution.

LLC Taxation

An LLC with two or more members defaults to partnership taxation and must file IRS Form 1065 at tax time. Each member should file Schedule K-1 to detail his or her share of business income, credits, and deductions. In general, members will pay self-employment tax on LLC earnings.

For example, if you and a friend form an LLC that has $100,000 in income and $50,000 in deductions for the year, you'll each report income of $50,000 and deductions of $25,000 on your Schedule K-1 for that year.

If your LLC did business for another company, you'll receive a 1099 that details the amount you were paid (if over $600). These 1099 forms must be reported on your individual tax return.

An LLC that has filed Form 8832 to elect corporate taxation must file Form 1120 at tax time. This form is the income tax return for C corporations. C corporation election means you will be taxed on earnings when they are received by the business and also when they are distributed as dividends. You can avoid double taxation by opting for taxation as an S corporation.

An LLC that has elected taxation as an S corporation must file Form 1120S and have members submit Schedule K-1 with their individual tax returns. IRS Publication 3402 provides more information on taxation for LLCs.

Once you have elected corporate taxation for your business, you cannot change your status for at least five years.

Key Corporate and LLC Filing Documents

Proper documentation is a critical part of business filing. Whether you’re forming an LLC or corporation, maintaining the right records helps demonstrate compliance and ownership legitimacy.Some of the most essential business filing documents include:

  • Articles of Incorporation or Organization: Filed with the Secretary of State, this document officially creates your business entity and lists key information such as the business name, purpose, registered agent, and share structure (for corporations).
  • Bylaws or Operating Agreement: These internal governance documents define how the entity operates, including voting rights, management duties, and profit distribution.
  • Initial Resolutions: Corporations should record board or shareholder resolutions authorizing key actions like opening bank accounts or issuing shares.
  • Membership or Share Certificates: For LLCs, these certificates identify ownership percentages and capital contributions; corporations use stock certificates to record share ownership.
  • Annual Reports and Compliance Filings: Most states require businesses to submit yearly reports with updated ownership or address information to maintain good standing.

Keeping these documents organized and up to date helps prove your business’s legitimacy to banks, investors, and state regulators.

LLC Filing Requirements

To establish an LLC, a company must meet the following requirements:

  • A unique business name that contains either "Limited Liability Company" or "LLC." It cannot contain the words "Incorporated," "Inc.," "Insurance," "Bank," or "Trust."
  • A registered agent who lives in the state of formation and accepts responsibility for receiving legal correspondence on behalf of the LLC.
  • Articles of Organization, a legal formation document that is sometimes called a Certificate of Formation or Certificate of Organization.
  • Business permits and licenses, depending on the type of business you have and where it operates. These may include tax registration, general business license, zoning or land-use permits, health permits, or occupational licenses.
  • Statement of Information, which details the name of your company, its members, and its business address.

Although an operating agreement is not required by the state, it should be established for your company before you file paperwork to form an LLC. This written agreement details the formations of the business, such as:

  • Management structure
  • Profit division
  • Capital investment procedures
  • Procedures for member departure
  • Other important administrative elements of the company.

Maintaining Compliance After Business Filing

Filing to form your LLC or corporation is only the beginning. After registration, maintaining compliance ensures your business remains in good standing with the state. Ongoing requirements typically include:

  • Filing annual or biennial reports: These confirm your business’s current address, ownership, and registered agent information.
  • Paying renewal and franchise fees: Many states charge annual fees to maintain your entity’s legal status.
  • Updating records after major changes: Amendments may be required if you change your company name, ownership structure, or registered agent.
  • Maintaining internal records: Keep minutes of important meetings, financial statements, and ownership records on file for transparency and audits.
  • Observing tax obligations: File the appropriate IRS forms each year based on your tax election (Form 1065, 1120, or 1120S).

Failure to meet these post-filing requirements can lead to administrative dissolution, penalties, or loss of limited liability protection. Staying organized and timely with your filings safeguards your LLC’s legal standing and credibility.

Frequently Asked Questions

  1. What is business filing?
    Business filing refers to the process of submitting legal documents with state or federal authorities to officially register and maintain a business entity such as an LLC or corporation.
  2. What are the key documents needed for business filing?
    Core documents include Articles of Organization or Incorporation, an Operating Agreement or bylaws, a registered agent designation, and annual reports.
  3. How often do I need to file updates or reports?
    Most states require LLCs and corporations to submit annual or biennial reports along with a filing fee to remain in good standing.
  4. Do I need an attorney for my LLC business filing?
    While not required, consulting an attorney helps ensure your filings comply with state law and cover essential internal agreements. You can find a qualified attorney on UpCounsel for help with your filing.
  5. What happens if I don’t maintain compliance after filing?
    Noncompliance can result in late fees, loss of good standing, or administrative dissolution, which eliminates your limited liability protection.

If you need help with LLC business filing, 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.