State of Nevada LLC: Everything You Need to Know
A State of Nevada LLC must be registered with the Secretary of State. This is done by filing the necessary forms, meeting the LLC naming requirements, completing the formation requirements, and paying the required fees. 3 min read
1.1. Articles of Organization1.2. Naming Requirements1.3. Registered Agent1.4. Operating Agreement1.5. Employer Identification Number1.6. Information About Forming a Nevada LLC
A State of Nevada LLC must be registered with the Secretary of State. This is done by filing the necessary forms, meeting the LLC naming requirements, completing the formation requirements, and paying the required fees.
Forming a State of Nevada LLC
- Formation begins by filing the Articles of Organization. Within the articles, pertinent information is required. This includes the name and address of the limited liability company (LLC); name and address of the registered agent; dissolution date, if applicable; the employer identification number for a single-member LLC; social security number; required licenses and permits; manager or member's name; and the names and addresses of the LLC organizers.
- Articles of Organization may be filed online at the Secretary of State website or by mail.
- When choosing a name for your LLC, it must be distinguishable from other businesses. The name must contain certain words required by the state, and the name must be approved by the Secretary of State.
- At the end of the business name, one of the following words must be included: Ltd. Liability Co., LLC, L.L.C. or Limited Liability Company.
- There are certain terms that are not allowed without permission by the Nevada State Board of Accountancy, which certifies a business using a designator such as an accountant, auditing, or auditor is registered under the provisions of Chapter 86 of Nevada's revised statutes.
- Words such as bank or trust are also not allowed unless approved by the Nevada Commissioner of Financial Institutions indicating the LLC will be doing business as a trust or banking entity.
- The State Board of Professional Engineers and Land Surveyors would need to approve any name using the words registered engineer, licensed engineer, or professional engineer, for example.
- You may use the name of another limited liability company whose charter has been deactivated by being revoked or terminated.
- Check the business name at the Secretary of State website for availability.
- All limited liability companies doing business in Nevada must have a designated registered agent.
- The registered agent must have a permanent address in the state of Nevada.
- A registered agent is also referred to as a resident agent. As noted, this is a resident of Nevada. It may also be a business that has filed the necessary certificate allowing the business to serve as the registered agent.
- An operating agreement is not required in Nevada when forming a limited liability company. Although not required, it is recommended that one be created. The operating agreement details each member's contribution to the LLC and outlines the portion of the LLC's profits, credits, and losses will be allocated to each member.
- The operating agreement must include the names of its members. It must also specify the amount each member invested. Additionally, the agreement must explain how the profits of the LLC will be divided and how much authority each member has when voting on business issues.
Employer Identification Number
- For LLCs with two or more members, obtain an employer identification number (EIN) from the Internal Revenue Service for tax purposes.
Information About Forming a Nevada LLC
- A limited liability company has a business structure that promotes flexibility within its organization. It has access to tax efficiencies, and it provides limited liability to its members.
- Members of an LLC may include other LLCs, corporations, foreign entities, and individuals.
- There is no maximum limit on the number of members an LLC can have.
- Because an LLC blends elements of a limited liability partnership with those of a corporation, an LLC is also known as a hybrid business.
- Although the operating agreement does not have to be filed with the Nevada Secretary of State, it must be submitted when you apply for a Nevada tax license.
- Nevada allows what is known as "series LLCs" which lets a company divide and protect assets without the need of forming additional businesses. This allows multiple members to be grouped under one LLC.
- Benefits of a series LLC include reduced expenses such as those on filing fees. It also adds protection of assets and more than one business purpose can do business under one name.
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