1. Choose a Name for Your LLC
Under District of Columbia law, an LLC name must contain the words “Limited Liability Company” or the abbreviation “L.L.C.”
Your LLC’s name must be readily distinguishable from the names of other business entities already on file with the District of Columbia Corporations Division. Names may be checked for availability by searching the District of Columbia Corporations Division business name database.
An available name may be reserved for 60 days by paying a $50 fee. Reservations are made online on the District of Columbia Corporations Division website.
2. File Articles of Organization
A District of Columbia LLC is created by filing Articles of Organization for Domestic Limited Liability Company, DLC-1, with the District of Columbia Corporations Division.
The certificate must include: the LLC's name and address; the name and address of the LLC’s registered agent, the name and address of the organizer; the name of at least one LLC member; and whether the LLC will have one or more series.
The Articles may be filed online or by postal mail.
The filing fee is $220.
3. Appoint a Registered Agent
Every District of Columbia LLC must have an agent for service of process in the state. This is an individual or business entity that agrees to accept legal papers on the LLC’s behalf if it is sued. The registered agent may be (1) an individual who resides in the District, (2) a business entity with an office in the District, or (3) a commercial registered agent registered in the District. The registered agent’s address must be within the District, and the address given must be the physical street address. A member of the LLC may serve as the registered agent if the LLC’s office address is within the District. You can find a list of registered agents in the District of Columbia on the Internet.
All of the paperwork and procedural steps to start a limited liability company in D.C. can be done online using Nolo's D.C. Online LLC Formation application.
4. Prepare an Operating Agreement
An LLC operating agreement is not required in District of Columbia, but is highly advisable. For help creating an LLC operating agreement, see Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo) or use Nolo’s Online LLC. If an operating agreement is created, it need not be filed with the Articles of Organization.
5. Publication Requirements
6. Comply With Other Tax and Regulatory Requirements
Additional tax and regulatory requirements may apply to your LLC. These may include:
EIN: If your LLC has more than one member, it must obtain its own IRS Employer Identification Number (EIN), even if it has no employees. If you form a one-member LLC, you must obtain an EIN for it only if 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. There is no filing fee.
Business Licenses: Depending on its type of business and where it is located, your LLC may need to obtain other local and state business licenses.
7. File Biennial Reports
District of Columbia LLCs and foreign LLCs registered in the District must submit a report biannually with the Department of Consumer and Regulatory Affairs, along with a registration fee of $300. The report is filed using Two-Year Report for Domestic & Foreign Filing Entity, Form BRA-25. It must include:
- the LLC’s name and the state or country where it was initially organized
- the name and address of the LLC’s registered agent
- a brief statement of the LLC’s business affairs conducted in the District
- the address of the LLC’s principal office
- the names and business addresses of any managers
The first biennial report must be filed by April 1 of the year following the calendar year in which the LLC was formed or registered to do business in the District. Subsequent biennial reports must be filed by April 1 of each second calendar year. The report can be filed online, or by mail.
8. Foreign LLCs Doing Business in District of Columbia
All LLCs organized outside of District of Columbia must register with the superintendent of Corporations of the District of Columbia Regulatory Affairs agency to do business in District of Columbia. Foreign LLCs must appoint a registered agent for service of process physically located in District of Columbia. To register, file a Foreign Registration Statement. The statement may be filed online, or by mail. The filing fee is $220.