1. Forming an LLC
2. Naming a Limited Liability Corporation
3. Name Searching in Michigan
4. Searching the United States Patent and Trademark Office Database
5. Steps to Create an LLC in Michigan
6. Articles of Organization
7. The Michigan LLC Act
8. LLC Operating Agreement

Michigan LLC name search is one of the steps to becoming an LLC in the state of Michigan.

Forming an LLC

If you are filing for an LLC in Michigan, choosing a name is an important step. The state of Michigan has many stipulations about names. You can search through the Michigan Department of Licensing and Regulatory Affairs (LARA) database to get a sense of what regulations you'll need to follow in naming your LLC. The most common rules you should keep in mind are:

  • The name of your LLC must include the words limited liability company, or the abbreviation LLC or L.L.C.
  • The name of your LLC cannot refer to other types of legal entities. As such, avoid words like "Incorporated," "Corporation," or any abbreviation like "Inc." or "Corp."
  • The name of your LLC must be distinguishable from the names of other LLCs and corporations.
  • The name of your LLC cannot refer to select services like attorneys, medical practices, or banks, without first obtaining the necessary permissions and/or licenses. Those license requirements are met to form a Professional LLC (PLLC).
  • To reserve a name for an LLC for six months, you just have to pay a fee.

Naming a Limited Liability Corporation

To ensure that you are naming your LLC appropriately, you must do some thinking.

Make sure that you convey what your business does with the name. If you are a plumber, plumbing should appear in your name. Another strategy is to highlight that your company is of the highest quality. Also, it's important to ensure that the name is memorable and easy to spell and pronounce. This way, if your customers try and look you up on the internet, they will be able to find you.

Your last name does not convey any of these things, and if it's hard to spell, then you probably shouldn't be using it. A name like Quality 24-Hour Plumbing is going to be remembered by many more customers than a name like Sztruch & Sons.

Name Searching in Michigan

Sometimes a name has already been registered by another company. When this happens, there are steps to ensure that the name is, in fact, not available. When you discover a company that has the name you'd like, take the following steps:

  • Search the identification number of the company using the name in question. That provides you with search results that are the most refined.
  • An active entry for the ID number will appear in your search along with business details.
  • Use that data to ensure that the business is still in operation and what filings have been done by that business.

In Michigan, you can use the LARA database to search for business entities by name. Remember to follow these steps if you find that the name you want to use has already been registered. If the business is defunct (or perhaps never actually did any business), you may still be able to use it. A qualified attorney in this area can help you navigate this somewhat thorny issue. Sometimes, the owner may be open to selling the name.

Searching the United States Patent and Trademark Office Database

One thing that people don't often consider when naming their company is trademark law. While searching the LARA database in Michigan may be enough to let you know if your desired name is already in use, you should also perform a search of trademarked names. Your business name cannot be the same or substantially the same to an existing service mark or trademark.

Many companies have found themselves in an awkward position after becoming a success and then finding out that their company name is infringing on someone else's trademark. Search the United States Patent and Trademark Office database of trademarks and service marks to ensure that your name does not infringe on a name already in use. You may want to find a qualified patent/trademark researcher to ensure your search results are accurate and organized.

Steps to Create an LLC in Michigan

Once you've decided on a name for your LLC and ensured that it's available for use, you'll need to follow a few more important steps before you can officially start doing business. These steps include:

  • Filing articles of organization with the LARA.
  • Writing an operating agreement.
  • Acquiring an EIN (Employer Identification Number) if the LLC will have more than one member.
  • Choosing a registered agent.

Articles of Organization

LLC articles of organization must include some basic information like the name of the business and its purpose. You'll also need to include the main address for the LLC's registered agent. Certain decisions will need to be made before filing the articles of organization, like how the LLC will be managed and its intended duration because these details must also be included in the articles.

Once you've filled out your articles of organization, you'll need to file them and pay the $50 fee. This process can be done online through the LARA's Corporations Online Filing System.

The Michigan LLC Act

Thanks to the Michigan LLC Act, it is quite simple to form and maintain an LLC in the state. Members or owners of LLCs are free to manage their businesses how they see fit. Unlike other kinds of business entities, LLCs are allowed to distribute rights, duties, and profits to their members however they want. LLCs in Michigan can also continue to do business even if members die or leave the business.

More than 300,000 LLCs are currently doing business in the state of Michigan, and over 40,000 are formed every year. This creates great opportunities for jobs in the state, which is also one of the top states in the country for gross domestic product.

An LLC's creators are able to handle their capital contributions and profit sharing without state intervention. Some states require certain business entity types to distribute shares that are directly proportional to a shareholder's capital contribution. The members or shareholders of an LLC can be given differing distribution percentages based on their managerial duties or otherwise, not simply based on their initial contributions to the business.

Some business owners choose to create classes of members with certain share percentages and voting rights. This allows for some members to play a more hands-on role in the business and others to remain at a distance if they desire.

LLC Operating Agreement

Michigan requires LLCs formed in the state to create operating agreements. Not every state has this requirement. Other states create provisions for LLCs that do not form their own operating agreements.

An operating agreement for an LLC should lay out in detail how different aspects of the business should be handled. It will need to cover various issues like:

  • Voting
  • Management structure
  • Membership interests
  • Dissolution
  • Addition of new members

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