How to Form an LLC in Nevada
To form an LLC in Nevada, here's everything you need to know.
1. Choose a Name for Your LLC
Under Nevada law, an LLC name must contain the words: "Limited-Liability Company," "Limited Liability Company," "Limited Company," "Limited," or one of these abbreviations: "Ltd.," "L.L.C.," "LLC," or "LC." The word "Company" may be abbreviated as "Co."
Your LLC’s name must be distinguishable from the names of other business entities already on file with the Nevada Secretary of State. Names may be checked for availability on the Nevada Secretary of State business name database.
You may reserve a name for 90 days by filing a Name Reservation Request form with the Nevada Secretary of State. The application may be filed online using Silverflume, the Secretary of State's web-based business filing portal, or by mail. The filing fee is $25.
2. File Articles of Organization
A Nevada LLC is created by filing Articles of Organization Limited-Liability Company with the Nevada Secretary of State. The articles must include: the LLC's name and address; the name, address, and signature of the LLC’s registered agent; the LLC's dissolution date, if any; whether the LLC is run by mangers or members; the name and address of each manager or managing member; and the name, address, and signature of each organizer. The articles may be filed online using Silverflume, the Secretary of State's web-based business filing portal, or by postal mail. The filing fee is $75.
All of the paperwork and procedural steps to start a limited liability company in Nevada can be done online using Nolo's Nevada Online LLC Formation application.
3. Appoint a Registered Agent
Every Nevada 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 a Nevada resident or a business entity authorized to do business in Nevada. The registered agent must have a physical street address in Nevada. A list of registered agents is available at the Nevada Secretary of State website.
4. Prepare an Operating Agreement
An LLC operating agreement is not required in Nevada, 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 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 EIN application on the IRS website. There is no filing fee.
Business Licenses: As a general rule, all businesses doing business in Nevada must obtain a state business license from the Nevada Secretary of State which must be renewed annually. The license and renewal fee is $200. A license is obtained by filing Nevada State Business License "Other" Application. You may file online at the Nevada Secretary of State State Business License Only webpage, or by mail.
Department of Taxation: In some cases, for example if you have employees, you’ll need to register with the Nevada Department of Taxation (DOT) and the Nevada Employment Security Division (ESD). For more information on state LLC tax registration, check Nolo's article, LLC Annual Report and Tax Filing Requirements: A 50-State Guide.
7. File Annual Reports (Annual List)
All Nevada LLCs and foreign LLC authorized to do business in the state must file an annual report listing their officers, directors, and registered agent. The state calls this report an "annual list." The first annual list is due by the last day of the first month after LLC's articles of organization (or Application for Registration of Foreign Limited-Liability Company) were filed. Subsequent annual lists are due by the last day of the month in which the anniversary of the LLC's organization falls--for example, if you created your LLC in June, each subsequent annual list is due by the last day of June. The filing fee is $150. The report may be filed online using Silverflume, the Secretary of State's web-based business filing portal, or you may download the form and file by postal mail.
8. Foreign LLCs Doing Business in Nevada
To do business in Nevada, all LLCs organized outside of the state must register with the Nevada Secretary of State. Foreign LLCs must appoint a registered agent for service of process physically located in Nevada. To register, file an Application for Registration of Foreign Limited-Liability Company. The application must be filed by mail. The filing fee is $75.