How to Start an LLC in Michigan

A limited liability company (LLC) is a way to legally structure a business that combines the limited liability of a corporation with the flexibility and lack of formalities provided by a partnership or sole proprietorship.

Follow the steps below to form an LLC in Michigan. For more on how to form an LLC in any state, see our article on how to start an LLC. You can also use our online LLC formation service to register your LLC.

1. Choose a Name for Your Michigan LLC

Michigan, like other states, has rules for naming LLCs. When choosing a business name, you should pick one that's unique, marketable, and that follows Michigan's LLC laws.

Your LLC name must include an entity designator. An LLC name must contain the words "limited liability company" or the abbreviations "LLC" or "LC" with or without punctuation. An LLC name can't include "corporation," "incorporated," "corp.," or "inc."(Mich. Comp. Laws § 450.4204 (2023).)

Your LLC name must be unique. Your business name must be distinguishable from any other business name that's been registered, reserved, or assumed in Michigan. You can check which business names are available by searching the business database on the Michigan Department of Licensing and Regulatory Affairs (LARA) website. (Mich. Comp. Laws § 450.4204 (2023).)

You can reserve an LLC name. You can reserve a name for six months by filing an Application for Reservation of Name (Form 540) with LARA. You can file the application online or by mail. As of 2023, the filing fee is $25. (Mich. Comp. Laws § 450.4205 (2023).)

Using an assumed name. If your LLC does business under a name that's different from the one listed in its articles of organization, then your LLC is using an "assumed name" (also known as a "DBA," "trade name," or "fictitious business name"). If your LLC uses an assumed name, you must register it with LARA. The registration is good for five years and can be renewed. Complete and submit a Certificate of Assumed Name (Form 541) to LARA to register your assumed name. You can also file online using LARA's online filing system or by mail. As of 2023, the filing fee is $25. (Mich. Comp. Laws § 450.4206 (2023).)

To learn more, read our article on how to register a business name.

2. Appoint a Registered Agent for Your Michigan LLC

Every Michigan LLC must have an agent for service of process in the state. This agent is an individual or business entity that agrees to accept legal papers on the LLC's behalf if someone sues the company. In most states, this person or entity is known as the "registered agent." However, in Michigan law, the more common term is "resident agent."

The agent can be a Michigan resident, a Michigan corporation or LLC, or a foreign corporation or LLC authorized to transact business in Michigan. The registered agent must have a physical street address in Michigan. (Mich. Comp. Laws § 450.4207 (2023).)

3. File Articles of Organization With LARA

You can create a Michigan LLC by filing Articles of Organization with LARA. The articles must include:

• the LLC's name
• the LLC's purpose
• whether the LLC's duration will be perpetual or for a specified period
• the name and address of the LLC's resident agent, and
• if the LLC will be managed by managers, then a statement to that effect.

(Mich. Comp. Laws § 450.4203 (2023).)

You can file your articles online or by mail using Form 700. As of 2023, the filing fee is $50.

4. Prepare an Operating Agreement

In Michigan, your LLC isn't required to have an operating agreement. But it's strongly recommended that you create one anyway. An operating agreement is an internal document that establishes how you'll run your LLC. It sets out the rights and responsibilities of the members and managers, including how you'll manage the LLC.

Your agreement can also help preserve your limited liability by showing that your LLC is truly a separate business entity from the owners. If you don't have an operating agreement for your LLC, state LLC law will determine the rules and procedures for your LLC.

5. Get an EIN & Comply With Tax and Regulatory Requirements

Other tax and regulatory requirements might apply to your LLC. For example, your LLC might need to obtain an EIN, apply for business licenses and permits, and register for business taxes.

EIN. If your LLC has more than one member, it must obtain a federal employer identification number (EIN), even if it has no employees. If you form a single-member LLC, you must obtain an EIN for your LLC only if either you elect to have your business taxed as a corporation instead of a sole proprietorship (disregarded entity) or your single-member LLC has employees. You can get an EIN by completing an online EIN application on the IRS website. There's no filing fee.

Business licenses. Depending on its business activities and location, your LLC could need other local and state business licenses. For local licenses, check with the clerk for the city or town where the LLC's primary place of business is located (or county if it's in an unincorporated area). For state license information, check the state license search webpage at the State of Michigan website. For more details, see our article on how to get a small business license in Michigan.

Michigan Department of Treasury. If you have employees or will be selling goods and collecting sales tax, you'll need to register with the Michigan Department of Treasury (DOT). You can register online using Michigan Treasury Online. For more on state LLC tax registration, check out our article on Michigan LLC annual report and filing requirements.

FAQ About Michigan LLCs

Here are some other questions you might have about your Michigan LLC.

• Should I form an LLC in Michigan?
• How much does it cost to form an LLC in Michigan?
• Do I need to submit an annual report for my LLC in Michigan?
• Are there any other maintenance requirements for Michigan?
• Do I need an operating agreement for my Michigan LLC?
• Do I need a business license in Michigan?
• Are there Michigan business taxes I need to pay?
• Can a foreign LLC do business in Michigan?
• Can I form a single-member LLC in Michigan?
• Can I form a professional LLC in Michigan?
• How do I dissolve my LLC when I'm done?

Should I form an LLC in Michigan?

If you're just starting your business or have already been operating as a sole proprietor, you should consider forming an LLC. LLCs limit an owner's personal liability for business debts and lawsuits and offer a lot of flexibility when it comes to ownership, management, and taxation of the business.

To learn more about LLCs and decide if it's the right business structure for you, see our article on LLC basics.

How much does it cost to form an LLC in Michigan?

Below are the fees (as of 2023) you might need to pay to form your LLC in Michigan:

• LARA charges $50 to file Articles of Organization.
• You can reserve your LLC name with LARA for $25.

Filing on your own is often the cheapest option, but completing all of the forms and filing them yourself can be complicated. Hiring a lawyer is another option, but it will often cost you hundreds, if not thousands, of dollars in the process. If you'd like help completing all the filings, try our online LLC formation service.

To learn more about the costs associated with forming and running an LLC, see our article on how much it costs to form an LLC.

Do I need to submit an annual report for my LLC in Michigan?

Yes. All LLCs doing business in Michigan must file an annual statement with LARA. The report must be filed by February 15 after the year of formation or qualification. However, if you form your LLC after September 30, you don't need to file a statement the following February. For example, if you form your business on November 1, 2023, your first annual statement will be due by February 15, 2025. (Mich. Comp. Laws § 450.4207 (2023).)

The state mails a pre-printed annual statement to the LLC's resident agent at the registered office about three months before the due date. You can file the report online or by mail. As of 2023, the filing fee is $25.

Are there any other maintenance requirements for LLCs?

Apart from annual statements, your LLC will need to file and pay applicable taxes to the local, state, and federal governments. In addition, your LLC might need to obtain and periodically renew any required general or special business licenses or permits. You'll be responsible for keeping track of these maintenance requirements to keep your LLC in good standing and legally compliant.

Starting in 2024, all LLCs were previously required to submit a beneficial ownership information (BOI) report to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of Treasury. However, in March 2025, after some constitutional challenges, FinCEN revised the BOI reporting rule so that the requirement only applies to companies created outside the U.S. So, if you form your LLC within the U.S., then you no longer need to worry about the BOI reporting requirement.

Do I need an operating agreement for my Michigan LLC?

You're not required to have an operating agreement for your LLC in Michigan. Though, it's highly advisable to have one. An operating agreement can help protect your limited liability status, prevent financial and managerial misunderstandings among members, and ensure that you choose the rules that govern your business instead of your state's default rules.

Do I need a business license in Michigan?

Michigan, like many states, doesn't issue a general business license at the state level. However, depending on your industry and location, you might need to apply for state and local licenses and permits. For instance, you could need professional licenses, tax licenses or registrations, safety certifications, environmental permits, and building permits.

You can use Michigan's state license search to look for licenses and permits that might apply to your business.

You can find extensive details about state and local regulatory requirements in our Michigan business license article.

Are there Michigan business taxes I need to pay?

Your LLC will likely be responsible for paying some type of business tax. LLCs are considered "pass-through entities" (PTEs) by default, meaning the responsibility for paying taxes on the LLC's income passes through to the members. So, in this case, you'll report and pay taxes on your share of the LLC's income on your personal tax return. However, some LLCs elect to be taxed as a corporation and pay the state's corporate income tax.

In addition to income tax, your LLC might be responsible for reporting and paying sales tax, withholding employee wages, and paying unemployment insurance (UI) tax. You'll register to withhold and pay wages and to report and pay sales tax through the DOT. You'll need to register to pay the UI tax to the Michigan UI Agency.

See our article on Michigan tax filing requirements for more details.

Can a foreign LLC do business in Michigan?

Yes. To do business in Michigan, all LLCs organized outside of the state (called "foreign LLCs") must register with the LARA. Your foreign LLC must appoint a registered agent for service of process that's physically located in Michigan or appoint the LARA to be the LLC's agent.

To register your foreign LLC in Michigan, file an Application for Certificate of Authority to Transact Business in Michigan. You must attach a certificate of existence or good standing (or similar document) from your LLC's home state that's no more than 30 days old.

You can file your application online using LARA's online filing system. Alternatively, you can submit a paper copy of the application by mail or deliver it in person. As of 2023, the filing fee is $50.

Before filing, make sure your LLC's name is available in Michigan by using LARA's business database. If your name isn't available, you must adopt an assumed name for your LLC to use in Michigan.

(Mich. Comp. Laws §§ 450.5001 and following (2023).)

See our guide to qualifying to do business outside your state for more information.

Can I form a single-member LLC in Michigan?

Yes. For most formation purposes, a Michigan single-member LLC is considered the same as a multi-member LLC. The steps to form a single-member LLC in Michigan are generally the same as those listed above.

Single-member LLCs do have additional flexibility when it comes to filing a tax return. To learn more, see our article on how single-member LLCs pay federal income tax.

Can I form a professional LLC in Michigan?

Yes. If you provide a professional service in Michigan and want to form an LLC, you can form a professional LLC (PLLC). Examples of professional services include architects, attorneys, dentists, certified public accountants, physicians, and more. Generally, if you provide a service that requires you to obtain a Michigan state license before practicing, then you provide a professional service.

To form a PLLC, file Articles of Organization (Form 701) with LARA. You can file the certificate online using LARA's online filing system. Alternatively, you can submit a paper copy of the articles by mail or in person. As of 2023, the filing fee is $50.

You can form the PLLC to provide one or more professional services. All LLC members and managers must be licensed to perform one or more of the professional services provided by the company.

(Mich. Comp. Laws §§ 450.4901 and following (2023).)

How do I dissolve my LLC when I'm done?

When you're ready to close your business, you should legally dissolve your LLC to limit your liability for lawsuits and government fees. To dissolve an LLC in Michigan, you should:

• have the vote of all LLC members (or another occurrence listed in your operating agreement must happen)
• discharge and settle the LLC's debts, obligations, and other liabilities
• settle and close the LLC's activities
• distribute the company's remaining assets, and
• file a Certificate of Dissolution with LARA.

(Mich. Comp. Laws §§ 450.4801 and following (2023).)

You also need to close your tax accounts and take any other steps necessary to close out your business. See our article on what you need to do when closing your business for more in-depth information and guidance.