How to Start an LLC in North Dakota | 2024 Guide

Start a LLC in North Dakota

How to Start an LLC in North Dakota: If you’re looking to launch a business in North Dakota, starting a Limited Liability Company (LLC) may be the right choice for you. An LLC provides personal liability protection for its owners while giving them flexibility in managing and taxing the business. This guide provides a step-by-step process for starting an LLC in North Dakota. From choosing a unique name to registering with the state and obtaining necessary licenses and permits, Webinarcare Editorial Team will walk you through setting up your new business entity. So grab a pen and paper, and let’s get started!

What is a Limited Liability Company?

A Limited Liability Company (LLC) is a type of business entity that combines a corporation’s limited liability protection with a partnership’s tax benefits. LLCs are popular among small business owners for their flexibility and ease of formation. In North Dakota, an LLC must have a unique name and file Articles of Organization with the Secretary of State. Depending on their business needs, LLCs may also elect to be taxed as a corporation or an S-corp. Owners of an LLC, called members, are not personally liable for the company’s debts and losses, and the company’s profits and losses are passed through to the member’s personal tax returns. This makes an LLC an attractive option for those seeking personal liability protection and simplified taxation.

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Steps on How to Start an LLC in North Dakota

To form an LLC for your business, you must follow the guidelines that include naming your LLC, hiring a Registered Agent, filing your Articles of Organization, creating your LLC operating agreement, getting an employer identification number, opening a bank account and getting business licenses and permits.

Step 1: Name your LLC in North Dakota

After you have decided on the idea to form an LLC in North Dakota, deciding the name for your LLC is significant. There is a complete guide on LLC name guidelines for you to have a proper LLC business name. Here are some regulations you must follow while naming your LLC,

  • The name should not be confused with a government entity.
  • The name should be unique.
  • The name should be available to use.
  • Any other business does not use the name.
  • The new name must include “LLC” if it is a limited liability company.

In North Dakota, 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 1 year. You must file a name reservation application in North Dakota Secretary of State to keep the name.

Recommended: We recommend a professional service that can offer you unlimited name search, trademark and copyright registration at a reasonable price. We recommend using –

LegalZoom($0 + State Fees for LLC Formation)

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 filing North Dakota 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, you can file it in two methods, by mail and in person. However, before filing a DBA, you should know that you need to renew your DBA from up to five years, which costs around $25.

Step 2: Hire a Registered Agent in North Dakota

Hiring a Registered Agent in North Dakota is a must since a Registered Agent is a person or business entity responsible for receiving important legal documents on behalf of your North Dakota LLC. Most states require you to designate a Registered Agent when forming your LLC.

The qualifications of a Registered Agent vary depending on the jurisdiction. Still, generally, a Registered Agent must meet the following criteria:

  • Availability: A Registered Agent must be available during regular business hours to receive and process legal documents and official correspondence.
  • Physical Address: A Registered Agent must have a physical street address within the state where the LLC is registered. This address, known as the registered office, cannot be a P.O. Box.
  • Residency or Authorization: For individuals serving as Registered Agent, they must be residents of the North Dakota where the LLC was formed. A business entity acting as a Registered Agent must be authorized to do business within that state.
  • Age: A Registered Agent must be at least 18 years old.
  • Good standing: A Registered Agent should not have any legal or financial issues that impede their ability to fulfill their duties.

Choosing a reliable and responsible Registered Agent is essential, as failure to receive and respond to legal documents can seriously affect your business. Some businesses use professional Registered Agent services to ensure compliance and proper handling of legal matters.

However, if you would like to have an easier process in filing the necessary documents, you can get North Dakota Registered Agent Services.

Step 3: File your Articles of Organization in North Dakota

The Articles of Organization for an LLC is an important document to start your limited liability company (LLC). North Dakota Articles of Organization is a simple document that contains the business name and address as well as the name and address of the person who received lawsuits on behalf of the organization.

Here are the guidelines and specific requirements in filing your Articles of Organization in North Dakota.

1. Obtain the Necessary Forms: Visit the North Dakota’s business filing office website, usually the North Dakota Secretary of State’s office, to download the required forms or file online.

2. Provide the Required Information: Fill in the necessary details in the form, which typically include:

  • The name of your LLC (must include an LLC designator such as “LLC,” “L.L.C.,” or “Limited Liability Company”)
  • The purpose of your LLC (a general statement or specific business activities)
  • The address of your LLC’s principal place of business
  • The name and address of your registered agent (the person or business entity responsible for receiving legal documents on behalf of your LLC)
  • The management structure of your LLC (member-managed or manager-managed)
  • The duration of your LLC, if not perpetual
  • The names and addresses of the LLC’s organizers or members

3. Sign and File the Form: Submit the completed form in the {state} state office, either by mail, in person, or online. You may mail it at North Dakota, 600 E Boulevard Avenue Dept 108, Bismarck ND 58505-0500.

4. Pay the Filing Fee: When you submit your Articles of Organization, you’ll need to pay a filing fee of $135. Make sure to check and include the correct payment with your submission.

5. Receive Confirmation: After your Articles of Organization have been filed and processed, you’ll receive a confirmation from North Dakota, typically a stamped and approved copy of the document or a Articles of Organization.

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Once you have successfully filed your Articles of Organization and it has been approved, your North Dakota LLC is officially formed. However, remember to complete additional steps, such as creating an Operating Agreement, obtaining an EIN, and registering for any required licenses and permits.

Step 4: Create Your North Dakota Operating Agreement

An operating agreement is a document that contains all of your company’s organizational details. Drafting an operating agreement in most states is not required. Yet, having one as an internal document is strongly advised. An operating agreement includes information like-

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

To understand how an operating agreement works, you should check out how to create an operating agreement in North Dakota.

Recommended: Get oprating agreement drafts ready on your table with a help of a professional service. We recommend using –

LegalZoom($0 + State Fee for LLC formation)

Step 5: Get an EIN

After documenting the operating agreement, you should get or request an Employer Identification Number (EIN) in North Dakota. An EIN will serve as the tax ID for your professional corporation. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in North Dakota 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 an EIN for your 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 –

LegalZoom($0 + State Fee for LLC formation)

Step 6: Open a Bank Account and Prepare for Taxes

After you have filed for and received your Employer Identification Number, you should open a bank account because you will use this account for yourself, your clients, and your employees.

Your business dealings in North Dakota might be simpler with a US business bank account because it boosts your company’s legitimacy and liquidity. Most banks demand an EIN to create a business bank account for firms other than sole proprietorships. Also, having an EIN makes tax preparation easier. You can anticipate paying employment and corporate taxes with North Dakota LLC.

Opening a bank account is necessary for North Dakota business. If you are still wondering where to open an account in your North Dakota, you should check the Best Bank for Small Business in North Dakota.

Step 7: Get a Business and License Permit

You must get a business license in North Dakota before establishing your LLC. A business license is a legal document granted by a state government body that permits you to conduct business within the area under its jurisdiction. The price of business licenses and permits in North Dakota ranges from $50 – $300. If there is a requirement for a specific license or city-based permit, you must inquire with the North Dakota Secretary of State.

Cost to Form an LLC in North Dakota

Even if you have a business name and structure in mind, you should consider whether you can afford the costs of forming an LLC in North Dakota. Articles of Organization costs around $135. The initial filing fee is $135, and the annual fee is $50.

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

Advantages of Creating North Dakota 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 LLC in North Dakota. Important benefits will help you set up an LLC in North Dakota.

  • Pass-Through Taxation: The pass-through structure will make the company not pay twice the tax. Most start-ups and entrepreneurs in North Dakota apply for an LLC because of this structure. Pass-through taxation refers to how income and losses from an LLC (Limited Liability Company) are passed through to its members (owners) for tax purposes rather than being taxed at the business entity level. This means the LLC does not pay federal income taxes; the members’ profits and losses are allocated based on their interests. Each member then reports their share of the LLC’s income or losses on their personal tax returns and pays taxes at their individual tax rates.
  • Ownership Flexibility: If you need sole and primary control over your company’s operations, a sole proprietorship will allow you to do so. If you apply for an LLC in North Dakota with flexibility, you will have default rules set by law and need an operating agreement.
  • Personal Liability Protection: Personal Liability Protection protects your business from damage, debts, or legal obligations. In personal liability protection, the company’s profits and earnings will stay as is even if your company is about to be sued. This protection of having an LLC in North Dakota can also be extended to the company’s properties and assets. Many start-up companies will benefit from this since most are starting to build a company. Even if liability exists, the LLC in North Dakota will protect its assets.

FAQs

What is an LLC?
An LLC is a limited liability company that combines the liability protection of a corporation with the tax benefits of a partnership.
Can I form an LLC in North Dakota if I don’t reside there?
Yes, you can form an LLC in North Dakota regardless of your residency.
What is the process to start an LLC in North Dakota?
The process to start an LLC in North Dakota involves filing the necessary paperwork with the Secretary of State’s office and paying the required fees.
How long does it take to form an LLC in North Dakota?
It usually takes around 3-5 business days to form an LLC in North Dakota, assuming that all the required paperwork is filed correctly.
What are the documents needed to form an LLC in North Dakota?
The documents needed to form an LLC in North Dakota include the Articles of Organization, Operating Agreement, and any necessary state and local licenses and permits.
Do I need a registered agent to form an LLC in North Dakota?
Yes, you need a registered agent who has a physical street address in North Dakota to form an LLC in North Dakota.
How much does it cost to start an LLC in North Dakota?
The cost of starting an LLC in North Dakota depends on various factors, including filing fees and other associated costs.
Is there a minimum capital requirement to form an LLC in North Dakota?
There’s no minimum capital requirement to start an LLC in North Dakota.
Can I change the name of my LLC after forming it in North Dakota?
Yes, you can change the name of your LLC after forming it in North Dakota by filing Articles of Amendment with the Secretary of State.
Can I operate different types of businesses under one LLC in North Dakota?
Yes, you can operate different types of businesses under one LLC in North Dakota, as long as it’s allowed under state law.
Do I need to file annual reports for my LLC in North Dakota?
Yes, you need to file annual reports for your LLC in North Dakota.
How much does it cost to file annual reports for my LLC in North Dakota?
It costs $50 to file annual reports for your LLC in North Dakota.
Can I file for expedited processing of my LLC formation documents in North Dakota?
Yes, you can file for expedited processing of your LLC formation documents in North Dakota, at an additional cost.
Can I form a single-member LLC in North Dakota?
Yes, you can form a single-member LLC in North Dakota.
Do I need to have a written Operating Agreement for my LLC in North Dakota?
No, you don’t need to have a written Operating Agreement for your LLC in North Dakota, but it’s highly recommended to have one.
Can a foreign LLC do business in North Dakota?
Yes, a foreign LLC can do business in North Dakota by registering with the Secretary of State.
How do I dissolve my LLC in North Dakota?
You can dissolve your LLC in North Dakota by filing Articles of Dissolution with the Secretary of State.
Do I need to provide a list of my members in the Articles of Organization for my LLC in North Dakota?
No, you don’t need to provide a list of your members in the Articles of Organization for your LLC in North Dakota.
Can I file Articles of Organization online for my LLC in North Dakota?
Yes, you can file Articles of Organization online for your LLC in North Dakota.
Can I maintain a bank account for my LLC in North Dakota?
Yes, you can maintain a bank account for your LLC in North Dakota.
What are the tax requirements for my LLC in North Dakota?
The tax requirements for your LLC in North Dakota depend on the business structure and industry.
Do I need to obtain separate licenses and permits for my LLC in North Dakota?
Yes, you need to obtain separate licenses and permits for your LLC in North Dakota, depending on the type of business and industry you’re in.
Can I use a PO Box for my LLC’s registered agent address in North Dakota?
No, you can’t use a PO Box for your LLC’s registered agent address in North Dakota.
Can I use a North Dakota-based commercial registered agent for my LLC?
Yes, you can use a North Dakota-based commercial registered agent for your LLC.
What is the advantage of forming an LLC in North Dakota?
The advantages of forming an LLC in North Dakota include personal asset protection, flexible taxation, and pass-through taxation.
Do I need to obtain a tax ID number for my LLC in North Dakota?
Yes, you need to obtain a tax ID number, also known as an Employer Identification Number (EIN), for your LLC in North Dakota.
What happens if I don’t file annual reports for my LLC in North Dakota?
If you don’t file annual reports for your LLC in North Dakota, you may have to pay penalties and risk losing your name and LLC status.
How can I file for DBA or assumed name for my LLC in North Dakota?
You can file for DBA or assumed name for your LLC in North Dakota by filing an Application for Certificate of Assumed Business Name with the Secretary of State’s office.
Do I need a lawyer to start an LLC in North Dakota?
No, you do not need a lawyer to start an LLC in North Dakota. However, it’s recommended that you consult with a lawyer for legal advice.
How long does it take to start an LLC in North Dakota?
It usually takes 7-10 business days for the North Dakota Secretary of State to process your LLC filing. However, it may take longer depending on the workload at the Secretary of State’s office.
Do I need a business address to start an LLC in North Dakota?
Yes, you need a business address to start an LLC in North Dakota. The address can be a physical address or a PO box.
Can I use a non-resident registered agent for my North Dakota LLC?
No, if you’re forming an LLC in North Dakota, you need a registered agent that has a physical address in North Dakota.
Do I need to file Articles of Organization for my North Dakota LLC?
Yes, you need to file Articles of Organization with the North Dakota Secretary of State to create your LLC.
Can I reserve a name for my North Dakota LLC before I file my Articles of Organization?
Yes, you can reserve a name for your North Dakota LLC by filling out the Name Reservation Application and submitting it along with the $10 filing fee.
Can I file my North Dakota LLC paperwork online?
Yes, you can file your North Dakota LLC paperwork online on the North Dakota Secretary of State’s website.
Do I need documents that are notarized for my North Dakota LLC?
No, you do not need documents that are notarized for your North Dakota LLC. However, some forms may require an original signature.
Do I need a business license to operate my North Dakota LLC?
Yes, some cities and counties in North Dakota require you to obtain a business license. You should also check with the North Dakota Department of Commerce regarding any necessary permits or licenses.
Can I name my North Dakota LLC anything I want?
No, your North Dakota LLC name must be distinguishable from other LLC names and not infringe upon any trademarks.
Can I have a single-member North Dakota LLC?
Yes, North Dakota allows for both single-member and multi-member LLCs.
Do I need to publish notice of my North Dakota LLC’s formation in a newspaper?
Yes, you need to publish a notice of your LLC’s formation in a North Dakota legal newspaper. The cost of publication can vary depending on the newspaper.
Will my North Dakota LLC be taxed as a corporation or a partnership?
Your North Dakota LLC will be taxed as a partnership by default. However, you can choose to be taxed as a corporation by filing Form 8832 with the IRS.
Can I form a North Dakota LLC anonymously?
No, your name and address are required when forming a North Dakota LLC.
Can I change the name of my North Dakota LLC after formation?
Yes, you can change the name of your North Dakota LLC by filling out a Name Reservation Application and submitting it along with the $10 filing fee.
Can I dissolve my North Dakota LLC if it hasn’t done any business yet?
Yes, you can dissolve your North Dakota LLC at any time. If you dissolve your LLC before conducting any business, you will not need to file a North Dakota income tax return for that year.
Do I need to file annual reports for my North Dakota LLC?
Yes, you need to file an annual report with the North Dakota Secretary of State each year. The filing fee is $50.
Can I be the registered agent for my North Dakota LLC?
Yes, you can serve as the registered agent for your North Dakota LLC if you have a physical address in North Dakota and are available during regular business hours.
Can others own an interest in my North Dakota LLC?
Yes, you can have multiple members or owners in your North Dakota LLC.
Can I operate my North Dakota LLC from another state?
Yes, you can operate your North Dakota LLC from another state, but you still need to comply with North Dakota’s laws and regulations.
Can I convert my North Dakota LLC to a corporation?
Yes, you can convert your North Dakota LLC to a corporation by filing Articles of Incorporation with the North Dakota Secretary of State.
Can I convert my corporation to a North Dakota LLC?
Yes, you can convert your corporation to a North Dakota LLC by filing Articles of Organization with the North Dakota Secretary of State.
Can I maintain my North Dakota LLC from outside the US?
Yes, you can maintain your North Dakota LLC from outside the US, but you may need to designate a registered agent that resides within North Dakota.
Is North Dakota a good state to form an LLC?
North Dakota is a great state to form an LLC due to its low operating costs, strong workforce, and business-friendly environment.
How do I close my North Dakota LLC?
You can close your North Dakota LLC by filing Articles of Dissolution with the North Dakota Secretary of State and paying a $5 filing fee.
Are there any annual franchise taxes for North Dakota LLCs?
No, there are no annual franchise taxes for North Dakota LLCs.

Also Read

How Fast Can I Form an LLC in North Dakota

The first step in forming an LLC in North Dakota involves selecting a suitable name for the company. The chosen name must be unique and not already in use by another business in the state. To ensure compliance, aspiring business owners can conduct a name search through the North Dakota Secretary of State’s online database. Once a suitable name has been identified, the next step is to file Articles of Organization with the Secretary of State’s office. This document officially establishes the LLC and outlines crucial details such as the company’s name, address, registered agent, and management structure.

For those looking to expedite the process, North Dakota offers the option of filing Articles of Organization online through the Secretary of State’s website. This streamlined online system allows business owners to submit their paperwork electronically, avoiding the need for mail-in forms and allowing for faster processing times. After submitting the necessary paperwork and paying the associated fees, the Secretary of State will review the application and, upon approval, officially recognize the LLC as a legal entity.

In North Dakota, forming an LLC typically takes between two to four weeks from the date of submission. While this timeline may vary depending on the current volume of filings and processing times, business owners can expect a relatively quick turnaround compared to the potentially longer wait times in other states. It is imperative to complete the necessary paperwork accurately and promptly to avoid any delays in the process.

In addition to the formal requirements of establishing an LLC, it is crucial for business owners to consider the broader implications of their decision. By forming an LLC, entrepreneurs can protect their personal assets and minimize their liability in the event of business-related legal issues. Furthermore, an LLC offers flexibility in terms of management structure and taxation, making it an attractive option for new and established businesses alike.

Overall, the process of forming an LLC in North Dakota is a manageable and efficient undertaking for aspiring entrepreneurs. With the right planning and preparation, business owners can swiftly establish their LLC and take the first steps towards turning their business vision into reality. In a state known for its business-friendly environment, forming an LLC in North Dakota is a promising opportunity for those looking to start a new venture or expand their existing operations.

Conclusion

In conclusion, starting an LLC in North Dakota is a strategic choice for entrepreneurs seeking a flexible, straightforward business structure with limited liability protection. By following the essential steps, including choosing a business name, filing Articles of Organization, appointing a Registered Agent, creating an Operating Agreement, obtaining an EIN, and securing the necessary licenses and permits, you can successfully establish your LLC. This business structure offers numerous advantages, such as pass-through taxation and ownership flexibility, making it an attractive option for small business owners looking to grow and protect their ventures. As always, consult legal and business professionals for guidance specific to your situation and state requirements.

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