Forming a Single-Member LLC in Michigan | A Guide For Business Owners

Forming a Single-Member LLC in Michigan

If you would like to start an LLC in Michigan, also known as The Great Lakes State, there are a few things that you should consider. In Michigan, putting up a single-member limited liability company (LLC) will benefit you and your business since it protects your assets, and maintain good standing. It also combines a corporation’s limited liability protection with a sole proprietorship’s simplicity and flexibility.

In this article, Webinarcare Editorial Team will walk you through the step-by-step process of forming a Single-Member LLC in Michigan and provide valuable tips to help you succeed in your entrepreneurial journey.

Understanding Single-Member LLCs

A single-member LLC in Michigan is a business entity with only one owner, also known as a member. This business structure offers several advantages, including limited liability protection, pass-through taxation, and ease of management. In Michigan, single-member LLCs are subject to state-specific regulations and requirements, which may vary from other states. The formation process typically involves choosing a unique business name, registering with the Secretary of State, and completing other required steps to comply with Michigan laws and regulations.

A Limited Liability Company is subject to state-specific regulations and requirements, which we will cover in this guide. Before that, we reviewed some of the Best LLC Services for you to check out.

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It is suggested that you speak with a legal professional before you begin setting up your single-member LLC. They’ll understand what’s best for you and your company. To safeguard your personal assets from business debts, you can always start an LLC for your business.

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How to Form a Single-Member LLC in Michigan

To form a single-member LLC for your business, you must follow the guidelines, including research and planning, registering your single-member LLC, establishing your business operations, and maintaining compliance with Michigan regulations.

Step 1: Research and Planning

Before you can form your single-member LLC in Michigan, conducting thorough research and creating a solid business plan is crucial. This stage involves the following steps:

Research State-Specific Requirements

Each state has its own regulations for maintaining and forming an LLC. To ensure you comply with Michigan law, familiarize yourself with the state’s LLC requirements, such as filing fees, Annual Report requirements, and ongoing compliance obligations.

Choose a Business Name

Selecting a name for your LLC is an essential part of the formation process. Your business name should be unique, memorable, and reflective of your products or services. There is a complete guide on Business Name Search in Michigan for you to have a proper LLC business name. 

In Michigan, your single-member LLC name must:

  • Include the words “Limited Liability Company,” “LLC,” or “L.L.C.”
  • Not contain any words or phrases that are prohibited by state law
  • Be distinguishable from the names of other businesses registered in the state

If you do not wish to file your LLC right away but want to hold the name that you have decided on, then you can reserve your LLC name for 6 months. You must file a name reservation application in the Michigan Secretary of State to keep the name. 

You can register your business under a different legal name if your preferred name isn’t available.  Once you have chosen a name, you can submit an application for a DBA (doing business as). In this manner, you can choose any name you desire for your business. A DBA allows a company to operate under the name of the person or entity who owns it. If you have decided to file for a DBA in Michigan, you can file it in three methods, online, by mail, and in person filing.

However, before filing a DBA, you should know that you need to renew your DBA for up to five years, which costs around $25 for LLCs and $10 for LPs. You can check the availability of your desired business name by searching the Michigan Department of Licensing and Regulatory Affairs‘s website.

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Determine Licensing and Permit Requirements

Depending on the nature of your business, you may need to obtain certain licenses and permits to operate legally. Research the specific requirements for your industry in Michigan by consulting the state’s business licensing portal, contacting your local Chamber of Commerce, or seeking advice from Michigan Business Attorney.

Create a Business Plan

A well-crafted business plan will guide your single-member LLC’s growth and success. Your business plan for your Michigan single-member LLC should cover key aspects such as:

  • Executive summary
  • Company Description
  • Market Analysis
  • Competitive Analysis
  • Products and Services
  • Marketing and Sales Strategy
  • Organizational Structure
  • Financial Projections

Step 2: Registering Your Single-Member LLC

Once you have completed the initial research and planning, it’s time to register your single-member LLC with the Michigan Secretary of State. Here are the steps involved:

File the Articles of Organization

To officially form your single-member LLC in Michigan, you must file the Michigan Articles of Organization with the Michigan Secretary of State. This document includes essential information about your LLC, such as:

  • The name of your LLC
  • The address of your LLC’s principal office
  • The name and address of your registered agent
  • The purpose of your LLC (optional in some states)

You can typically file the Articles of Organization online, by mail, or in person. A filing fee is associated with this process, which costs around $50.

Appoint a Resident Agent

A Resident Agent is a person or entity responsible for receiving legal documents and official notices on behalf of your LLC. In Michigan, your Resident Agent must:

  • Be a resident of Michigan or a business entity authorized to do business in the state
  • Have a physical address in Michigan (P.O. boxes are not acceptable)

It’s essential to choose a reliable and responsible Michigan Resident Agent, as failure to receive and respond to legal documents can have serious consequences for your business. 

You can serve as your own Resident Agent or appoint a friend, family member, or a professional Michigan Resident Agent Services.

Obtain an Employer Identification Number (EIN)

An EIN, also known as a Federal Tax Identification Number, is used by the Internal Revenue Service (IRS) to identify your business for tax purposes. You’ll need an EIN to open a business bank account, file taxes, and hire employees (if necessary). 

The application of an EIN in Michigan can be through the following:

  • Apply Online- The online EIN application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that the Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is four weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

In obtaining Michigan EIN for your single-member LLC, you should be aware to ensure that your LLC is eligible for an EIN. You need an EIN if you have employees, operate as a corporation or partnership, or meet other specific IRS criteria. Before applying, gather the required information, including your LLC’s name, mailing address, and the responsible party’s Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN). Also, you can apply for an EIN through various methods, including online, by fax, mail, or telephone (for international applicants).

Recommended: Professional services have the EIN included in their LLC formation package. We recommend using –

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Register Your Single-Member LLC

If your single-member LLC will collect sales tax, have employees, or be subject to certain state taxes, you may need to register with the Michigan Department of Licensing and Regulatory Affairs. Check the department’s website or consult a tax professional for specific registration requirements.

Step 3: Establishing Your Business Operations

With your single-member LLC officially registered in Michigan, you can now focus on setting up the operational aspects of your business.

Open a Business Bank Account

Opening a separate bank account for your Michigan single-member LLC is essential for maintaining a clear separation between your personal and business finances. This separation helps preserve the limited liability protection offered by the LLC structure. You can check out the Best Banks in Michigan, which offer the best fees, services, and convenience for your business needs.

Set Up an Accounting System

Effective financial management is crucial for the success of your single-member LLC. Establish a reliable accounting system to track income, expenses, and tax obligations. You can manage your finances using spreadsheets and accounting software by becoming a CPA in Michigan.

Create an Operating Agreement

Although not required by Michigan law, it’s highly recommended that you create an operating agreement for your single-member LLC. This document outlines your LLC’s management structure, decision-making process, and ownership rights. A clear Michigan Operating Agreement can prevent disputes and provide a framework for managing your business.

The operating agreement includes information like-

  • About Business
  • Members and management
  • Capital contribution
  • Profit Distribution
  • Change of membership
  • Dissolution

Step 4: Maintaining Compliance with Michigan Regulations

Once your single-member LLC is up and running, staying informed and compliant with state regulations is essential. Here are some key ongoing requirements for LLCs in Michigan:

File Annual Report

LLCs must file Annual Report with the Michigan Secretary of State. This report typically includes updated information about your LLC, such as its business address, Resident Agent, and member information. 

In Michigan, the annual report fee costs around $25 which can be paid every 1 year (15th Feb).

Pay Required Taxes and Fees

As a single-member LLC, your business income will be subject to pass-through taxation, meaning profits and losses will be reported on your personal tax return. However, you may still be responsible for other state taxes, such as sales tax, payroll tax, or franchise tax which you can pay in Michigan Department of Treasury.

In terms of franchise tax for your single-member LLC in Michigan, there is No franchise tax. Consult a tax professional to ensure you meet all your tax obligations.

Maintain Accurate and Up-to-Date Records

Keeping detailed records of your single-member LLC’s transactions, meetings, and decisions is crucial for maintaining compliance with state regulations and protecting your limited liability status. Regularly review and update your records to accurately reflect your business activities.

Cost of Forming a Single-Member LLC in Michigan

Even if you have a business name and structure in mind, consider whether you can afford the costs of forming an LLC in Michigan. Articles of Organization costs around $50. The initial filing fee is $50, and the annual fee is $25. 

If you forget to pay the annual fee for your Michigan LLC, you will have a penalty of $50. However, you can check the Michigan LLC Cost for additional information. 

Advantages of Starting a Single-Member LLC

Even though some people decide on what to do with their businesses, some choose to put it in their own individual name, while others still choose to set it up via single-member LLC in Michigan. These advantages will help establish a single-member LLC in Michigan. 

  • Limited Liability Protection: One of the primary advantages of a single-member LLC is the limited liability protection it provides to its owner. This means that the owner’s personal assets, such as their home and personal savings, are protected from the debts and liabilities of the business. In the event of a lawsuit or financial loss, only the assets owned by the LLC are at risk.
  • Pass-Through Taxation: Single-member LLCs enjoy pass-through taxation, meaning that the business profits and losses are reported on the owner’s tax return. This avoids the double taxation that traditional corporations face, where the company and the owner are taxed separately on the same income.
  • Simplified Management: Single-member LLCs have a simplified management structure compared to other business structures. The owner has full control over the business’s decision-making process and day-to-day operations without needing a board of directors or complex corporate formalities.
  • Flexibility in Business Operations: Single-member LLCs offer flexibility in terms of operational and management structures. The owner can operate the business as a sole proprietor while benefiting from an LLC’s limited liability protection.
  • Credibility: Forming a single-member LLC can enhance the credibility of your business in the eyes of potential customers, suppliers, and financial institutions. An LLC designation can make your business more professional and established than a sole proprietorship.

FAQs

What is a single-member LLC in Michigan?
A single-member LLC in Michigan is a limited liability company with only one owner.
Why should I form a single-member LLC in Michigan?
Forming a single-member LLC in Michigan provides limited liability protection for your personal assets and makes it easier to manage and operate your business.
Can I form a single-member LLC in Michigan if I live outside the state?
Yes, you can form a single-member LLC in Michigan even if you live outside the state.
How do I start a single-member LLC in Michigan?
To form a single-member LLC in Michigan, you need to file Articles of Organization with the Michigan Department of Licensing and Regulatory Affairs.
Is there a minimum capital requirement for forming a single-member LLC in Michigan?
No, Michigan does not have a minimum capital requirement for forming a single-member LLC.
Do I need a registered agent for my single-member LLC in Michigan?
Yes, you need a registered agent who is authorized to do business in Michigan for your single-member LLC.
Can I be my own registered agent for my single-member LLC in Michigan?
Yes, you can act as your own registered agent for your single-member LLC in Michigan, but there are some restrictions.
Do I need to file an operating agreement for my single-member LLC in Michigan?
No, Michigan does not require you to file an operating agreement for your single-member LLC, but it is recommended.
Can I change my single-member LLC’s name in Michigan?
Yes, you can change your single-member LLC’s name in Michigan by filing an Articles of Amendment form.
What taxes do I have to pay as a single-member LLC in Michigan?
As a single-member LLC in Michigan, you have to pay state and federal income taxes as well as any applicable self-employment taxes.
Am I required to have a business license for my single-member LLC in Michigan?
Yes, single-member LLCs in Michigan are required to have a business license to operate legally.
Can I also operate under a DBA (assumed name) with my single-member LLC in Michigan?
Yes, you can also operate your single-member LLC under a DBA (assumed name) in Michigan.
What is the cost to form a single-member LLC in Michigan?
The cost to form a single-member LLC in Michigan is $90.
How long does it take to form a single-member LLC in Michigan?
It takes about one to two weeks for the Michigan Department of Licensing and Regulatory Affairs to process your Articles of Organization and other necessary documents.
What is the annual report fee for a single-member LLC in Michigan?
The annual report fee for a single-member LLC in Michigan is $25.
What happens if I don’t file my annual report on time in Michigan?
If you fail to file your annual report on time in Michigan, you will be subject to penalties and your LLC may be dissolved.
Can a creditor of my single-member LLC in Michigan go after my personal assets?
In most cases, no, creditors cannot go after your personal assets if you have formed a single-member LLC in Michigan.
Can I add more members to my single-member LLC later on in Michigan?
Yes, you can add more members to your single-member LLC later on in Michigan.
What are the benefits of being a single-member LLC in Michigan?
The benefits of being a single-member LLC in Michigan include limited liability protection, flexibility in managing your business, and pass-through taxation.
What are the downsides of being a single-member LLC in Michigan?
The downsides of being a single-member LLC in Michigan include increased paperwork and administrative responsibilities, as well as potentially higher taxes and less access to financing.
How can I protect my personal assets as a single-member LLC in Michigan?
To protect your personal assets as a single-member LLC in Michigan, you should keep your personal finances separate from your business finances and maintain proper insurance coverage.
What happens if I want to dissolve my single-member LLC in Michigan?
To dissolve your single-member LLC in Michigan, you need to file a Certificate of Dissolution with the Michigan Department of Licensing and Regulatory Affairs.
Are there any specific occupation restrictions for single-member LLCs in Michigan?
There are no specific occupation restrictions for forming a single-member LLC in Michigan.
Can I use an online service to form my single-member LLC in Michigan?
Yes, you can use an online service to form your single-member LLC in Michigan, but it’s important to do your research and choose a reputable provider.
Can I run multiple businesses under a single-member LLC in Michigan?
Yes, you can run multiple businesses under a single-member LLC in Michigan, but it is usually recommended to form a separate LLC for each different type of business.
Can I transfer ownership of my single-member LLC in Michigan to someone else?
Yes, you can transfer ownership of your single-member LLC in Michigan to someone else, but you need to follow the proper legal procedures, such as amending your Articles of Organization.
Do I need to hire a lawyer to form a single-member LLC in Michigan?
No, you do not need to hire a lawyer to form a single-member LLC in Michigan, but it’s always a good idea to consult with an attorney if you have any legal questions or concerns.
Can I have a non-US resident as the owner of my single-member LLC in Michigan?
Yes, you can have a non-US resident as the owner of your single-member LLC in Michigan, but they may need to obtain a US tax identification number and comply with certain regulations.
Can my single-member LLC be sued in Michigan?
Yes, your single-member LLC can be sued in Michigan if someone files a lawsuit against your business, but your personal assets will generally be protected from liability.
How do I form a single-member LLC in Michigan?
To form a single-member LLC in Michigan, you must file Articles of Organization with the Michigan Department of Licensing and Regulatory Affairs (LARA).
How much does it cost to form a single-member LLC in Michigan?
It costs $50 to file Articles of Organization for a single-member LLC in Michigan.
Am I required to have an operating agreement for my single-member LLC in Michigan?
While it’s not required, it’s strongly recommended to have an operating agreement for your single-member LLC in Michigan.
Does Michigan offer any incentives for forming a single-member LLC?
Michigan does offer tax incentives for businesses, but these incentives are not specific to single-member LLCs.
Can a single-member LLC in Michigan have multiple owners?
No, a single-member LLC in Michigan is owned by a single member.
Do I need to obtain a business license for my single-member LLC in Michigan?
Whether or not you need a business license for your single-member LLC in Michigan depends on your specific business activities and location.
Can I operate my single-member LLC in Michigan from home?
Yes, you can operate your single-member LLC in Michigan from home.
How do I obtain an Employer Identification Number (EIN) for my Michigan single-member LLC?
You can obtain an EIN for your Michigan single-member LLC by applying online through the IRS website.
As a single-member LLC in Michigan, am I required to file taxes?
Yes, as a single-member LLC in Michigan, you are required to file taxes each year.
What taxes does a single-member LLC in Michigan need to pay?
A Michigan single-member LLC needs to pay Michigan’s business entity tax (BET) as well as annual filings with the Department of Treasury.
Can I convert my single-member LLC in Michigan to a multi-member LLC later on?
Yes, it is possible to convert your single-member LLC in Michigan to a multi-member LLC at a later date.
Can a non-US citizen form a single-member LLC in Michigan?
Yes, a non-US citizen can form a single-member LLC in Michigan, as long as they meet the requirements for filing.
How do I dissolve a single-member LLC in Michigan?
To dissolve a single-member LLC in Michigan, you must file a Certificate of Dissolution with LARA.
Are there any annual requirements for a single-member LLC in Michigan?
Yes, a single-member LLC in Michigan is required to file an annual report and pay the annual state fee.
How do I change the name of my single-member LLC in Michigan?
To change the name of your single-member LLC in Michigan, you must file an amendment with LARA.
Can I operate a different type of business under my single-member LLC in Michigan?
Yes, as long as the activities fall under the specific legal, tax, and operational structures of a single-member LLC.
What happens if I fail to pay the annual fee for my single-member LLC in Michigan?
If you fail to pay the annual fee for your single-member LLC in Michigan, it may result in a late fee and possibly some penalties.
Where should I submit my tax information for my single-member LLC in Michigan?
Your tax information should be submitted to the Michigan Department of Treasury.
What is Michigan’s sales tax rate?
Michigan’s sales tax rates vary by location and type of item sold, with a general sales tax rate of 6%.
Do I need to carry workers’ compensation insurance for my single-member LLC in Michigan?
From 3 or more employees you need to carry workers’ compensation insurance in Michigan.
Can a single-member LLC in Michigan have multiple DBAs (Doing Business As)?
Yes, it is possible for a single-member LLC in Michigan to use multiple DBAs.
What is the difference between a single-member LLC and a sole proprietorship in Michigan?
A single-member LLC separates the owner from the business, providing liability protection that a sole proprietorship does not.
Can I operate my Michigan single-member LLC under a different name than my personal name?
Yes, you can operate your Michigan single-member LLC under a different name (DBA) than your personal name.
Do I need a registered agent for my Michigan single-member LLC?
Yes, a registered agent is required for a Michigan single-member LLC and must be a Michigan resident or a registered agent service from filed company from Michigan.
Will my name appear on public records if I form a single-member LLC in Michigan?
Yes, your name will appear on public records as the organizer of your single-member LLC in Michigan.
How many businesses are registered as single-member LLCs in Michigan?
As of 2021, there are over 400,000 registered limited liability companies (LLCs) in Michigan alone, and a significant number of those are single-member LLCs.
How can I find more information about forming a single-member LLC in Michigan?
The Michigan Department of Licensing and Regulatory Affairs website provides information and resources for forming a single-member LLC.

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Conclusion

Starting a single-member LLC in Michigan can be a rewarding experience that offers numerous benefits for entrepreneurs. By following this guide and staying informed about state regulations, you can successfully navigate the formation process and set your new business up for success. Feel free to seek professional assistance from a lawyer or accountant if you have questions or need help. Your journey as a business owner has just begun – embrace the challenges and enjoy the rewards of your hard work and determination.

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