New Hampshire LLC Formation Attorneys & Lawyers for Hire
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Kevin P. Miller, Esq.
New Hampshire LLC Formation Lawyers for Hire
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Why use UpCounsel to form an LLC in New Hampshire
Starting an LLC in New Hampshire with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our LLC attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for limited liability companies.
When forming an LLC in New Hampshire with UpCounsel, the attorney you choose to help you will conduct a business name search for your New Hampshire LLC and assist you in preparing your LLC Operating Agreement, along with providing other legal services based on your needs. Once your Certificate of Formation have been prepared and successfully filed with the New Hampshire Secretary of State Corporation Division, your New Hampshire LLC has been formed and begins its existence as a corporate entity.
Requirements for Forming a New Hampshire LLC
Choosing a Company Name for Your LLC
One of the first steps in the process of forming your New Hampshire Limited Liability Company is to choose your business name.
The business name that you choose must contain the words "limited liability company" or the abbreviation "LLC" or "L.L.C." as the last words in the name of the limited liability company.
It must be distinguishable (not the same as or deceptively similar to) the name of any New Hampshire Limited Liability Company or foreign LLC reserved or registered.
Your LLC name may contain the name of one or more members.
By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your New Hampshire Limited Liability Company before filing to see which names are available. Once you have chosen an available name, your chosen LLC attorney can help you properly register your name with the State of New Hampshire.
Certificate of Formation: When forming an LLC in New Hampshire, the Certificate of Formation must be filed with the New Hampshire Secretary of State Corporations Division. New Hampshire state law requires that certain information be included in your Certificate of Formation when forming your New Hampshire LLC.
This information must include:
- The LLC's name and address.
- The name and address of the LLC's registered agent.
- Whether the LLC will be run by managers or members.
- The LLC's dissolution date (if any).
- The LLC's business nature.
Form SRA: A New Hampshire LLC must also file an addendum called Form SRA with the Certificate of Formation. It must contain a statement acknowledging that the LLC has complied with New Hampshire's securities laws.
Additionally, a New Hampshire LLC formation generally requires inclusion and/or consideration of the following:
Organizers: One or more people may form a LLC, yet they do not need to be members of the LLC.
Minimum Number of LLC Organizers: One (or more).
Eligibility: An organizer may be an individual, partnership, limited partnership, trust, estate, association, corporation, limited liability company, or other entity, whether domestic or foreign.
LLC Operating Agreement: Although the LLC operating agreement is not required with the Certificate of Formation, it is a good idea for every LLC with more than one member to have one. New Hampshire recognizes an LLC's operating agreement as governing documents. If an operating agreement is created, it need not be filed with the Certificate of Formation.
Membership: A limited liability company must have one or more members.
Eligibility Requirements: A natural person or an entity.
Procedure for Membership: The member may acquire an interest in the LLC directly from the limited liability company at the time of formation and, after formation, at the time provided in and upon compliance with the Certificate of Formation or the operating agreement or, if not provided, only upon the vote of a majority in interest of the LLC members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the LLC's operating agreement.
Resident Agent needed for a New Hampshire LLC
Remember every New Hampshire LLC must have a registered agent in New Hampshire, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. The statutory agent may be a New Hampshire resident or business entity (corporation, LLC, or limited liability partnership) authorized to do business in the state. However, the registered agent must have a physical New Hampshire street address.
New Hampshire Secretary of State
Once you create an LLC in New Hampshire, the New Hampshire Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.
For further information, contact the New Hampshire Secretary of State.
Recurring Responsibilities and Duties for New Hampshire LLCs
Annual Report: Each LLC shall provide an annual report to the New Hampshire Secretary of State regarding its financial condition to each of its officers, directors, and registered agent. The first annual report is due prior to April 1st of each year. The initial filing fee is $100.
Business Licenses: Business licenses and/or permits are required for most businesses. Contact the New Hampshire Secretary of State for specific licenses.
Filing Fees for a New Hampshire LLC
The processing fee for the Certificate of Organization and the Form SRA addendum is generally about $100. Also, the filing and reservation of the LLC's name is $15. These fees can change so it would be best to check with the New Hampshire Secretary of State on what the latest fees are. You may pay these fees in many different forms including cash, check, money orders, or debit and credit cards.
Taxes for a New Hampshire LLC
A New Hampshire LLC is not required to be a separate tax entity like a corporation; instead, it can be considered a "pass-through entity," so that the owners of the LLC report business losses or profits on their personal tax returns, just like in a partnership.
New Hampshire state law follows federal law for income tax purposes. Therefore if the LLC is classified as an association taxable as a corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes
Federal Income Tax: Unless you elect to tax the limited liability company as a corporation, the IRS will treat a single-member LLC in New Hampshire as a sole proprietorship for tax purposes. This means that the LLC itself does not have to pay taxes or file a tax return. Unless you elect to tax the Limited Liability Company as a corporation, the IRS treats multi-member LLCs as partnerships for tax purposes. This means that LLC owners will each need to pay taxes on their lawful share of the profits on their personal income tax returns, not just on the LLC itself.
Federal Tax Identification Number: Your LLC will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). An EIN is similar to an individual's social security number. You will need an EIN for your LLC as long as there is one member, even if the LLC does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.
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