Form a Nevada LLC: Everything You Need to Know
To form an LLC in Nevada, you must first choose a name for your business, establish a registered agent, and then create your articles of organization.5 min read
Form a Nevada LLC: Everything You Need to Know
To form an LLC in Nevada, you must first choose an appropriate name for your business. Your name must have the words "Limited-Liability Company," "Limited Company," "Limited Liability Company" or "Limited". You could also use an abbreviation instead, such as "Ltd.," "L.L.C.," "LLC," or "LC". Company can also be abbreviated as Co.
Make Sure Your Name is Available
The name of your LLC must be different from any other business in the State of Nevada. To find out if your name is available for use, check with the Nevada Secretary of State Online Database. Once you find a name you can use, you can file the Name Reservation Request Form with the Secretary of State. You can do this by mail, or on the Nevada Secretary of State's website. The fee to file to reserve your business name is $25, and this reserves the name for 90 days.
Establish a Registered Agent
Your registered agent must be either a resident of the state of Nevada or a business that is authorized to do business in Nevada. The registered agent is responsible for accepting service of legal papers in the event your LLC is sued and must have a physical street address in Nevada. There are many companies that are professional agents for service of process. You can Google “Agents for Service in Nevada” and there will be many companies. You should be able to find a reputable company for $50 per year.
Create and File Your Articles of Organization
To become an LLC in Nevada, you must file Articles of Organization with the Secretary of State's Office. Nevada provides a PDF form that steps you through the required information. Include the full name of your LLC, the business address, and the name of the registered agent. The registered agent must sign the document and provide an address. You must also indicate if the LLC is run by members or managers, and a dissolution date if there is one.
You must include the names and addresses of every manager or managing member, necessary state licenses and business permits, employer ID number or Social
Security number (single-member LLCs), as well as the name, signature, and address of anyone who has organized the LLC. You can file online at the Secretary of State's website, or send the document through postal mail. It is $75 to file.
After filing the Articles of Organization, the Initial List of Managers and Members Form, along with the business license should be filed with the Secretary of State. There are filing fees associated with these forms, check with the Secretary of State for the most up to date fees.
Expedited processes are available for varying fees. You can expedite to 24 hours, one hour, or two hours.
Write an Operating Agreement
An operating agreement is not a requirement for starting an LLC in Nevada, but it is highly encouraged. An operating agreement identifies the roles, responsibilities, and powers of all individuals within your LLC. It is an internal document and one that clarifies duties within your LLC.
There are no publication requirements for your Nevada LLC.
Know Your Tax Requirements
When you have more than one employee, you will need to get an EIN (Employer Identification Number) from the IRS. If you are a sole proprietor and will not have employees, you can use your own Social Security number. If you want your LLC to be taxed as a corporation, you will need an EIN. This is obtained by going to the IRS website and applying. There is no fee to get an EIN for your LLC.
If you have employees, you must register with the Nevada Department of Taxation and the Nevada Employment Security Division.
Nevada also requires a state tax identification number.
Other possible state taxes that may affect your business can be found here.
Your federal income tax requirements will be determined by the type of taxation you opt to have for your LLC. LLCs treated as limited liability partnerships must file Form 1065, U.S. Return of Partnership Income and Schedule K-1 to show distribution of profits, losses, and credit. LLCs treated as C corporations must file Form 8832 and opt to be taxed as a corporation, then file Form 1120 – U.S. Corporate Income Tax Return. LLCs treated as S corporations must file Form 1120S plus reports from owners showing distribution of profits, losses, and credits. LLCs treated as sole proprietorships must report all income and expenses via the proprietor’s personal tax returns Schedule C (Form 1040).
Get Your State Business License
Every LLC in Nevada must get a business license from the Secretary of State. The fee for the license is $200, and you must renew it every year for an additional $200. Check with your county clerk's office to see if you need additional licenses or permits to do business in your county. You can file online at the Nevada Secretary of State's website, or apply by mail.
File an Annual Report
As an LLC in Nevada, you must file an annual report. This is a list of all members, officers, and the registered agent of your LLC, updated for any changes since the last report. Your first annual report, or annual list, is due in the first month after you file your articles of organization. You have until the last day of the month to file, and the fee is $150.
LLCs in Nevada must also maintain internal books and records, which are always open to inspection by the Secretary of State (including operating agreement).
If you are a foreign business, you must have a registered agent in the state and file the Application for Registration of Foreign Limited-Liability Company by mail. The filing fee is $75.
Some Advantages of Nevada LLCs (these may not apply if you reside elsewhere and operate in other states.)
No taxation of LLC profits or ownership shares
Shareholders are not a matter of public record (members who manage their LLCs and officers are public record and are disclosed annually)
LLC directors may determine the value of and may issue stock for capital, services, personal property, or real estate.
No franchise, admissions, unitary, estate, or gift taxes.
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