Michigan LLC Forms: Everything You Need to Know
Before starting an LLC in Michigan, you must have all the correct Michigan LLC forms.4 min read
Michigan LLC Forms
Before starting an LLC in Michigan, you must have all the correct Michigan LLC forms. A Limited Liability Company (LLC) combines features of an LLC and a corporation. It gives all the benefits of a corporation in a more simplified structure. Starting an LLC in Michigan is beneficial because it protects personal assets protected by business lawsuits or debt.
Starting an LLC in Michigan requires the following:
- Coming up with a name that meets state requirements
- Having a registered agent
- Creating articles of organization
- Creating an operating agreement
- Filing an Annual Report
How Do I Come Up With a Business Name?
People should be able to distinguish and differentiate the name of your Michigan LLC from the names of existing businesses in the state. Note that creating a variation on a word or using a singular, plural, or possessive form of it does not meet the distinguishability requirements. The same is true when using commas, periods, and symbols.
“Apple's Farm, LLC” is a name that exists. The desired LLC name “Apple Farm, LLC” would not be available for use because an apostrophe is a distinguishing mark. Words like “A,” “An,” “And,” and “Or,” at the beginning, middle or end of the word is not sufficient for distinguishability.
Apply for a business name online or by mail in the State of Michigan. The filing fee is $25.
Who Can Be the Registered Agents in Michigan?
Registered agents in Michigan are allowed to be self-appointed. To self-appoint yourself as your registered agent, you must sign the LLC formation documents stating that you will serve in the role. If you opt not to act as your registered agent, you must have the signature of the registered agent before the LLC Formation Documents can be submitted.
Being a registered agent is relatively straightforward. The designated registered agent must be available during business hours, have a street address, and accept documents, including legal and business ones, as they arrive. If someone else serves as your registered agent, they must sign the Formation Documents in order for them to be submitted.
Hiring a commercial registered agent is also an option. A commercial registered agent must receive a Service of Process in order to start acting as the registered agent. They typically charge a yearly fee between $50 and $200. Besides being available all the time, a commercial registered agent offers a degree of privacy and they forward all notices to you via fax, email, or mail.
How Do I File the Articles of Organization?
Articles of Organization can be drafted using form CSCL/CD-700. It outlines all of the necessary information that needs to be submitted to the Department of Licensing and Regulatory Affairs Corporations, Securities & Commercial Licensing Bureau Corporations Division. The fee to file is $50 and is paid via check or money order. The Articles of Organization should be printed on letter size, 8.5x11 inch paper, and filled out by hand using black or blue ink.
Expedited processing fees range from $50 for 24-hour processing to $1000 for 1-hour processing. Original signatures are not required for the Articles of Organization but keeping the original is recommended for your records.
The standard processing time is 10 to 15 business days once the fee and forms have been submitted. If the Articles of Organization are rejected, they will be sent back with the reasons why.
What Is an Operating Agreement?
An Operating Agreement is an agreement between the members of the LLC. It does not need to be submitted to the state. But it does need to be kept in the business' records. It outlines:
- Who the LLC members are
- What percentage of the LLC each member owns
- How the taxes are paid
- Ways that profits and losses are divided up among the members.
Consulting an attorney is recommended for LLCs that have industry-specific requirements, more than one investor, a large number of members, or intricate operating agreements.
What Are the Requirements for Annual Reports?
LLCs formed and approved by the state of Michigan are required to submit their first annual statement by February 15 of the next calendar year. Filing on time is imperative. Late filings will be assessed late fees.
Without an annual report, the State has the power to shut down or dissolve the LLC. LLCs are given plenty of notice by the state in order to avoid these issues. Reminders are sent to the Registered Agent every November. This is another reason why the Registered Agent must be reliable and able to receive mail.
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