How to Start an LLC in Alaska

A limited liability company (LLC for short) is a way to legally structure a business. It combines the limited liability of a corporation with the flexibility and lack of formalities provided by a partnership or sole proprietorship. Any business owner who seeks to limit his or her personal liability for business debts and lawsuits should consider forming an LLC.

Here are the steps you need to take to form an LLC in Alaska. For more information on how to form an LLC in any state, see Nolo's article How to Form an LLC.

1. Choose a Name for Your LLC

Under Alaska law, an LLC's name must contain the words "Limited Liability Company" or the abbreviations "LLC" or "L.L.C." The word "limited" may be abbreviated as "Ltd.," and the word "company" abbreviated as "Co."

The name must be distinguishable from the names of other business entities already registered in Alaska. Names may be checked for availability by searching the Corporations Database on the Alaska Department of Commerce, Community, and Economic Development website.

An available name may be reserved for up to 120 days by filing a Business or Corporation Name Reservation Application. The form may be filed online or be postal mailed to the State of Alaska Division of Corporations, Business and Professional Licensing office. A $25 fee must be paid to reserve a name.

2. Appoint a Registered Agent

Every Alaska LLC must have an agent for service of process in the state. This is an individual or corporation that agrees to accept legal papers on the LLC's behalf if it is sued. An LLC may not serve as its own agent for service of process. The agent should agree to accept service of process on behalf of the limited liability company prior to designation.

The registered agent may be an individual resident of Alaska or a corporation authorized to transact business in Alaska. The registered agent must have a physical street address in Alaska. The Alaska Department of Commerce, Community, and Economic Development maintains a list of private service companies that can act as agent for service of process.

3. File Articles of Organization

An Alaska LLC is created by filing articles of organization with the State of Alaska Division of Corporations. Complete and file Articles of Organization. The articles of organization must include the following information:

• the LLC's name
• the LLC's purpose
• the name and address of its registered agent
• whether the LLC will be member managed or managed by a manager,
• the signature of the LLC's organizer.

The articles can be postal mailed or filed online.

The filing fee is $250.

4. Prepare an Operating Agreement

An LLC operating agreement is not required in Alaska, but is highly advisable. This is an internal document that establishes how your LLC will be run. It sets out the rights and responsibilities of the members and managers, including how the LLC will be managed. It can also help preserve your limited liability by showing that your LLC is truly a separate business entity. In the absence of an operating agreement, state LLC law will govern how your LLC operates.

For help creating an LLC operating agreement, see Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo) or use Nolo's Online LLC. The LLC operating agreement is not filed with the State of Alaska Division of Corporations.

5. File Initial and Biennial Reports

After you have organized your LLC it is your responsibility to file an Initial Report with the State of Alaska Division of Corporations within six months of your LLC's organization. You may file online or by postal mail. There is no filing fee.

In addition, every Alaska LLC and foreign LLC registered in Alaska must file a Biennial Report form every two years. The report is due before January 2 of the filing year. It may be filed online or by postal mail.

The filing fee is $100 for Alaska LLCs, $200 for foreign LLCs.

The Initial Report and Biennial Report must include:

• the LLC"s name and the state or country where it is organized
• the address of the registered office of the LLC in Alaska, the name of its registered agent at that address, and, for a foreign LLC, the address of its principal office in the state or country where it is organized
• the names and addresses of the LLC's managers; or, if none, the names and addresses of the LLC's members, and
• the name and address of each person owning at least a 5% interest in the LLC and the percentage of interest owned by that person in the company.

For more information on filing Alaska LLC annual reports, check Nolo's article Alaska LLC Annual Filing Requirements.

6. Obtain an EIN

If your LLC has more than one member, you will need to get an IRS Employer Identification Number (EIN) for it, even if the LLC has no employees. If you form a one-member LLC, you must obtain an EIN for it only if it will have employees or you elect to have it taxed as a corporation instead of a sole proprietorship (disregarded entity). You may obtain an EIN by completing an online application on the IRS website or by filing IRS Form SS-4. There is no filing fee.