Thinking about setting up your business as a Nevada LLC? Here are the steps you must complete:
1. Pick your name and check to see whether it is available.
Business names can’t be too much like each other because that is confusing to the public. You can check to see if anyone already has your Nevada LLC name by visiting SilverFlume. You must also include one of these at the end of the name:
- Limited-Liability Company (or L.L.C or LLC)
- Limited Company (or LC or Ltd. Co.)
- Limited (or Ltd.)
2. Get a registered agent.
If you live in Nevada, this can be you. It can also be anyone else who lives in Nevada. If you want, you can choose a registered agent company. Nevada LLC law requires the registered agent to sign a Registered Agent Acceptance as part of the initial paperwork.
3. Draft the Articles of Organization for your Nevada LLC
This document states the name of the Nevada LLC and the name and address of the registered agent. The agent must sign this document, too.
You must decide whether you want the LLC to be Member managed or Manager managed. The difference between the two is that Members own the LLC while Managers run it. Members can be managers, but Managers need not be Members.
Most closely held LLCs opt for Member management because there is no need for Managers separate from the Members. In fact, you can have a single-Member LLC if it is just you organizing the business.
The Articles of Organization include the names and addresses of each Member and any Managers. Finally, either a Member or a Manager must sign off on the Articles.
4. List your initial Members, Managers, officers, etc. and get a business license.
You must also file Initial List and State Business License Application with your Nevada LLC initial paperwork. The business license fee is $200. The business license really is just a tax.
You’ll need to figure out your industry code under the North American Industry Classification System. You can find it at the NAICS website.
5. Send all the Nevada LLC forms in with filing fees.
Send everything to the Nevada Secretary of State. The address is 202 North Carson Street, Carson City, Nevada 89701-4201. You can file as a Nevada LLC online if you prefer.
The filing fees are:
- $75 for the Articles of Organization
- $200 for the business license
- $150 for the initial list of managers
So your total will be $425, which is kind of expensive when it comes to LLC filing fees in other states.
6. Draft your Nevada LLC Operating Agreement.
This document sets out what the LLC will do. It also states who owns it, how many votes each Member has, the distribution schedule, and so on. Even if you have a single-Member LLC, you must have an Operating Agreement.
7. Draft a resolution to open a bank account.
Banks might or might not require this documentation, or they might have their own forms.
8. Get an Employer Identification Number.
If you have a single-Member Nevada LLC, you don’t actually need an EIN. This is because of the way the IRS has you report profits and losses. But if you want a bank account, you will need an EIN. A separate bank account is important to have. It helps to avoid commingling of LLC and personal assets.
You’ll need a Social Security Number or an Individual Taxpayer Identification Number to get your EIN. Only a “responsible party” of an LLC can apply for the EIN. The IRS says that the responsible party “controls, manages, or directs the applicant entity and the disposition of its funds and assets.” Merely funding the LLC does not make a person a responsible party.
9. Go celebrate!
Your Nevada LLC is in business. Have a cappuccino, some chai, or a glass of pinot grigio. Whatever floats your boat.
Questions? Issues? Please contact me. ~Jimmy Verner
