Washington LLC Formation

Washington LLC Formation Attorneys & Lawyers for Hire

Steven S.

Steven Stark Licensed in FL, NY

For over 30 years, Steven Stark has offered counsel to non-profit organizations and private companies. He has a passion for helping small businesses in particular since he himself started several businesses of his own in New York and Florida. He understands the importance of small businesses having a reliable attorney to advise them about legal matters from their inception.
239 reviews
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Richard G.

Richard Gora Licensed in CT, NJ

Looking for an attorney with experience? Richard Gora is the exact attorney you want. Having defended over 100 cases both in state and federal courts and working with clients from around the globe, Richard has an array of different experiences. His services are wide-ranging and include business litigation, securities litigations, employment litigation, and business counsel. Prior to founding Gora LLC, he worked for Finn, Dixon & Herling LLP for eight years.
151 reviews
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Joshua G.

Joshua Garber Licensed in CA

Representing notable clients like Tesla and the City of Los Angeles, Josh Garber excels at helping clients with employment and labor laws. Many of his past clients have had great success using Josh for employment agreements and Division of Labor Standards Enforcement (DLSE) hearings. With his practical advice, he has even helped clients avoid going to court.
176 reviews
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Sebastian T.

Sebastian Toth Licensed in WA

Sebastian Toth's previous experience includes working as a Law Clerk for The Crowley Law Firm, PLLC, as well as in-house counsel for MultiCare Health System. His main focus areas are vast, some of which are criminal litigation and negotiation, corporate governance, medical malpractice and commercial contracts. In 2008 to 2011, Sebastian appeared on the Dean's List. He graduated from The Seattle University School of Law with his J.D. in 2016.
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Drew S.

Drew Stokesbary Licensed in WA

Drew Stokesbary is a corporate lawyer that primarily specializes in providing legal assistance to startup companies. He has been licensed to practice law in Washington for the past four years. Drew received a legal degree after he graduated from the Notre Dame Law School. He specializes in legal cases related to securities and finances, as well as labor and employment law. In July 2015, Drew founded a law boutique, Stokesbary PPLC, where he now acts as a managing member.
26 reviews
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Robert E.

Robert Ellis Licensed in CA, NY, WA

Robert has been an attorney for over 27 years and as a general counsel, he managed much of the activity of a successful Seattle-based wind energy company. He currently provides legal and consulting services to small and medium-sized businesses, particularly for green energy companies. During his career, Robert has spent time at sea as a ship’s officer.
11 reviews
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Kishan N.

Kishan Nathwani Licensed in WA

Kishan Nathwani is a business lawyer who was recently licensed to practice law in Washington. He has a Juris Doctorate degree in law, which he obtained after he graduated from the Seattle University School of Law. Kishan specializes in a wide variety of legal practice area, including intellectual property law, real estate transactions, securities and finances, and more. He has been serving as an associate at the Sophos Law Firm since March 2017.
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Raemi G.

Raemi Gilkerson Licensed in WA

Raemi primarily practices in the areas of business law, estate planning, probate, and real estate law. Her professional memberships include the Washington State Bar Association, where she participates in the New Lawyer Seminar Development Team, a program that develops continuing legal education courses for new lawyers. Raemi is physically active in her free time and has run several marathons.
2 reviews
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Gregory W.

Gregory Wilson Licensed in ID, WA

Gregory is a transactional attorney with over 27 years of experience representing publicly held and private corporations in a variety of industries. He is a solution-oriented lawyer who can confidently address deal structure, complex corporate reorganizations, and private and public financing. His broad corporate experience can take a start-up company from formation to initial public offering.
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Madhu S.

Madhu Singh Licensed in WA

Madhu Singh has a passion for the city of Seattle and, especially, helping entrepreneurs and small businesses in Seattle’s community. She takes pride in working closely with her clients to find solutions for their entrepreneurial needs. Madhu is also a pioneer and takes a nontraditional approach to legal support in order to foster hands-on-collaboration, efficiency, and agility in handling her clients’ legal matters.
4 reviews
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Why use UpCounsel to form your LLC in Washington?

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Why use UpCounsel to form an LLC in Washington

Starting an LLC in Washington 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 Washington with UpCounsel, the attorney you choose to help you will conduct a business name search for your Washington 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 Washington Secretary of State, your Washington LLC has been formed and begins its existence as a corporate entity.

Requirements for Forming a Washington LLC

Choosing a Company Name for Your LLC

One of the first steps in the process of forming your Washington 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. The words "limited" and "company" may be abbreviated to "Ltd." and "Co.," respectively. Your LLC name may contain the name of one or more members.

It must be distinguishable (not the same as or deceptively similar to) the name of any Washington Limited Liability Company or foreign LLC reserved or registered.

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 Washington 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 Washington.

Certificate of Formation: When forming an LLC in Washington, the Certificate of Formation must be filed with the Washington Secretary of State. Washington state law requires that certain information be included in your Certificate of Formation when forming your Washington LLC.

This information mustinclude:

  1. The LLC's name and address.
  2. The LLC's registered agent's name, address, and signature.
  3. The LLC's effective date of formation.
  4. The LLC's duration (either infinite or for a finite term).
  5. Whether the LLC is run by managers or members.

Additionally, a Washington LLC formation generally requires inclusion and/or consideration of the following:

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. The Certificate of Formation may contain restrictions or prohibitions on the power of the members to adopt, amend, or repeal an operating agreement.

Membership: A LLC 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.

Business Licenses: Business licenses and/or permits are required for most businesses. Contact the Washington Secretary of State for specific licenses.

Resident Agent needed for a Washington LLC

Remember every Washington LLC must have a registered agent in Washington, 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 Washington resident; or LLC or corporation authorized to do business in Washington. The registered agent must have a physical Washington street address.

Washington Secretary of State

Once you create an LLC in Washington, the Washington 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 Washington Secretary of State.

Recurring Responsibilities and Duties for Washington LLCs

Annual Report: Each limited liability company shall provide an annual report to the Washington Secretary of State regarding its financial condition to each of its members. The fee for filing is $71.

Records: Each Washington LLC must keep complete corporate records open to inspection at its principal office. For a detailed list of records required, please contact the Washington Secretary of State.

Filing Fees for a Washington LLC

The processing fee for the Certificate of Formation is generally about $180 but may be expedited online for additional fees. Also, the general fees for filing and reserving a LLC's name is $30. These fees can change so it would be best to check with the Washington 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 Washington LLC

A Washington 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.

Washington state law follows federal law for income tax purposes, and will also require a state tax identification number.

Federal Income Tax: Unless you elect to tax the limited liability company as a corporation, the IRS will treat a single-member LLC in Washington 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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