How to Form an LLC in New Hampshire

Here are the steps you need to take to form an limited liability company (LLC) in New Hampshire. For more information on how to form an LLC in any state, see Nolo's article on How to Form an LLC.

1. Choose a name for your LLC.
2. Appoint a registered agent.
3. File a Certificate of Formation.
4. Prepare an LLC operating agreement.
5. Comply with other tax and regulatory requirements.
6. File annual reports.

1. Choose a Name for Your LLC

Under New Hampshire law, an LLC name must contain the words: "Limited Liability Company" or the abbreviation "L.L.C.," or a similar abbreviation.

Your LLC’s name must be distinguishable from the names of other business entities already on file with the New Hampshire Secretary of State Corporation Division. Names may be checked for availability at the New Hampshire Secretary of State business name database.

You may reserve a name for 120 days by filing an Application for Reservation of Name with the New Hampshire Secretary of State. The application must be filed by mail. The filing fee is $15.

2. Appoint a Registered Agent

Every New Hampshire 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 New Hampshire resident or a corporation, LLC, or limited liability partnership authorized to do business in New Hampshire. The registered agent must have a physical street address in New Hampshire. A list of registered agents is available at the New Hampshire Secretary of State website.

3. File a Certificate of Formation

A New Hampshire LLC is created by filing a Certificate of Formation of a New Hampshire Limited Liability Company with the New Hampshire Secretary of State. The Certificate must include:

• the LLC's name
• the LLC's office address, email address, and business phone
• the nature of the LLC's business--you must be specific, for example: "software development"
• the name and address of the LLC’s registered agent
• whether the LLC will be run by mangers
• a list of all managers and/or members, and
• the signature of the LLC's manager, if any, or a member.

The certificate may be filed online or by postal mail. The filing fee is $100.

4. Prepare an Operating Agreement

An LLC operating agreement is not required in New Hampshire, 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.

5. 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: Depending on its type of business and where it is located, your LLC may need to obtain other local and state business licenses. A guide to New Hampshire business license requirements can be found on the New Hampshire Economic and Labor Market Information Bureau website. For more information, see Nolo's article How to Get a Small Business License in New Hampshire.

Department of Revenue Administration: In some cases, for example if you have employees, you’ll be liable for certain state taxes. New Hampshire also is relatively unusual in imposing several taxes directly on LLCs with incomes or other values above certain levels. Check the New Hampshire Department of Revenue Administration (DORA) for more details. For more information on state LLC tax registration, check Nolo's article New Hampshire LLC Annual Filing Requirements.

6. File Annual Reports

All New Hampshire LLCs and foreign LLCs authorized to do business in the state must file an annual report. The report must be received by the Secretary of State prior to April 1. The filing fee is $100. The report must be filed online through the New Hampshire Annual Report Online Filing web page.

All of the paperwork and procedural steps to start a limited liability company can be done online using Nolo's Online LLC Formation service.

7. Foreign LLCs Doing Business in New Hampshire

To do business in New Hampshire, all LLCs organized outside of the state must register with the New Hampshire Secretary of State. Foreign LLCs must appoint a registered agent for service of process physically located in New Hampshire. To register, file an Application for Registration as a Foreign Limited Liability Company. The application may be filed online or by mail. The filing fee is $100.

The completed application must be accompanied by a certificate of legal existence or good standing from the foreign LLC’s home state, dated no more than 60 days prior to the filing of the certificate.

Before filing, make sure the LLC’s name is available in New Hampshire by checking the New Hampshire business name database. If the name is not available, the foreign LLC must adopt a trade name for use in New Hampshire. File an Application for Reservation of Name with a $50 fee. The application can be filed online or by mail.