Key Takeaways

  • Forming a Washington LLC requires filing a Certificate of Formation with the Secretary of State and paying a $200 online filing fee ($180 paper).
  • All LLCs must obtain a Washington business license and Unified Business Identifier (UBI) through the Department of Revenue.
  • Washington requires an Initial Report within 120 days, followed by annual reports ($60 fee) to maintain good standing.
  • LLCs are taxed as pass-through entities by default, but may elect corporate taxation. Washington also imposes Business & Occupation (B&O) tax instead of state income tax.
  • Key compliance steps include appointing a registered agent with a Washington address, drafting an operating agreement, and securing industry-specific permits.

An LLC in Washington allows you to register with the Department of Revenue. This is a requirement for almost every business. If you plan to hire employees or to pay taxes, you will need to secure a Washington business license (WBL) with the state.

The good thing about this process is that your Washington business license will not only register you to the state but also the city in which you plan to operate. Once you have secured your license, you may also be eligible for minor work permits, unemployment insurance, and even trade names.

Steps to Starting an LLC in Washington

There are several in-depth steps to starting an LLC in Washington:

  1. Set a name for your company. This should also include your business identifier (i.e., LLC). You will not be able to use a name that is already registered. Be sure to check the secretary of state's website to search for your desired name and to make sure it is available.
  2. File a certificate of formation. This will go to the secretary of state, accompanied by a fee of $180 for paper filings or $200 if you are filing online. Even though online filings come with a higher price tag, you may want to consider it. Online processing can take anywhere from two to five business days, whereas paper filings are allowed up to 25 business days. This certificate will legally establish your LLC in Washington. In this certificate, you will include basic information, including your company name, the official business address, and the registered agent.
  3. Appoint a registered agent. This person will accept all official documents on behalf of the company, including official notifications, services of process, and any other pertinent legal documents. A registered agent's official mailing address must be within the state of Washington.
  4. Construct an operating agreement. Although this is an internal document, not to be filed with the state, it is a very important document regardless. It outlines the ownership and the management of your company. This is the time to appoint initial members, set their membership contributions, as well as their ownership share. Your operating agreement will also outline the responsibilities for the members of management and indicate how any administrative procedures will be addressed.
  5. Officially apply for your Washington business license. Just remember, despite its name, a Washington business license is not actually a license. Rather, it is a registration with the Department of Revenue. There is no way around it. This is a requirement for nearly every business in the state that plans to hire employees and pay taxes. Your Washington business license is also separate from other licenses and permits that other industries will require. Other licenses may be sought out by the WA Business Licensing Service.
  6. File for an Employer Identification Number (EIN). This can be done through the Internal Revenue Service (IRS), and it will be necessary to become a legal entity and to pay taxes.
  7. File an initial report. This will go through the secretary of state, and it is due within 120 days of your formation. From then on, you will file an annual report every year with the state. It will be due on the last day of the month that you officially registered. Failure to remain in good standing with the secretary of state can lead to the dissolution of your company.
  8. Establish a corporate book and a seal. Make things official by creating a professional-looking corporate book, as well as a high-quality corporate seal.

Once you have formed your LLC online, you can start accessing the Initial Report page on the secretary of state's website. Simply use your application ID and your Unified Business Identifier (UBI) given to you when you filed the initial report. Here, you will have access to several important documents, including your Apostille, the certified copies of good standing, and the certified copies of your certificate of formation.

Washington LLC Taxes and Reporting

Washington does not impose a personal or corporate income tax. Instead, LLCs may be subject to:

  • Business & Occupation (B&O) Tax: Based on gross receipts, not net income.
  • Sales Tax: Required if your business sells taxable goods or services.
  • Employer Taxes: Including unemployment insurance and workers’ compensation if hiring employees.

In addition to tax registration, all Washington LLCs must:

  • File an Initial Report within 120 days of formation.
  • Submit an Annual Report every year to update ownership and business information.

Failure to file reports or pay fees can lead to administrative dissolution of the LLC.

Washington LLC Naming Rules

Washington law requires LLC names to follow specific guidelines:

  • The name must include an identifier such as “LLC” or “Limited Liability Company.”
  • It cannot use restricted words like “bank,” “trust,” or “insurance” without additional licensing.
  • The name must be distinguishable from existing entities registered with the Secretary of State.
  • You can check availability through the Washington Corporations & Charities Filing System (CCFS).

A reserved name holds for 180 days, giving you time to complete your Certificate of Formation.

Washington LLC Costs and Fees

The cost to form a Washington LLC depends on your filing method:

  • Online filing: $200, typically processed in 2–5 business days.
  • Paper filing: $180, but may take up to 25 business days.

Additional fees include:

  • Annual Report Fee: $60, due each year on the anniversary month of formation.
  • Expedited Service: An optional $50 fee can shorten processing times.
  • Name Reservation: $30 if you wish to reserve a name before filing.

Budgeting for these recurring fees is essential to keep your Washington LLC in good standing.

Sections of the Washington Certificate of Formation

Within your Washington Certificate of Formation, you will find the following sections:

  1. The name of your LLC
  2. The address of your official place of business
  3. Your effective date of formation
  4. Your tenure.

Washington LLC Compliance and Ongoing Requirements

After forming a Washington LLC, compliance obligations continue:

  • Registered Agent: Must always have a physical address in Washington.
  • Operating Agreement: Not required by the state but strongly recommended to clarify ownership rights and member responsibilities.
  • Business Licenses: Depending on your industry, local permits or professional licenses may also be necessary.
  • Record Keeping: Maintain accurate records of financials, minutes of meetings, and membership changes.

Keeping up with these requirements ensures your LLC maintains liability protection and good standing with the state.

Frequently Asked Questions

  1. How much does it cost to start a Washington LLC?
    Filing online costs $200, while paper filing is $180. Annual reports cost $60. Additional fees apply for name reservation and expedited services.
  2. How long does it take to form a Washington LLC?
    Online filings are usually processed within 2–5 business days, while paper filings may take up to 25 business days.
  3. Do Washington LLCs pay state income tax?
    No. Washington does not impose a personal or corporate income tax. Instead, LLCs may pay B&O tax on gross receipts.
  4. Is an operating agreement required in Washington?
    No, but it is highly recommended to avoid disputes and to clarify ownership and management responsibilities.
  5. What happens if I don’t file my annual report?
    Failure to file the $60 annual report may result in administrative dissolution of your Washington LLC.

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