How to Start an LLC in New Jersey

Many new business owners choose to form their businesses as limited liability companies (LLCs). An LLC is a great business structure for small businesses. It has a flexible management structure, taxing benefits, and liability protection for owners. However, to form an LLC, you must follow rules and procedures, including filing paperwork and paying a fee.

Here are the steps you need to take to form an LLC in New Jersey. (For more on how to form an LLC in any state, see our article on how to start an LLC.)

1. Choose a Name for Your New Jersey LLC

When choosing a name for your business, you must follow New Jersey's LLC naming laws. These laws are similar to those of other states and outline what you can and can't name your LLC.

LLC name must be distinguishable. New Jersey law requires that your LLC name be distinguishable (different) from the names of other businesses that are incorporated, organized, authorized, or reserved with the New Jersey Division of Revenue and Enterprise Services (DORES), part of the Department of Treasury. You can search to see which names have already been registered by using DORES's Business Name Search. (N.J. Stat. § 42: 2C-8 (2024).)

LLC name must include an entity designator. Your LLC's name must include the words "limited liability company" or the abbreviations "LLC" or "L.L.C." In addition, "limited" can be abbreviated to "ltd." and "company" can be abbreviated to "co." (N.J. Stat. § 42: 2C-8 (2024).)

Name reservation. You can reserve a name for 120 days by filing an Application for Reservation of Name (UNRR-1) with DORES. You can reserve your business name online using DORES's Business Charter Amendment Service. As of 2024, the filing fee is $50. (N.J. Stat. § 42: 2C-10 (2024).)

You can also renew your name reservation for an additional 120-day period for a fee of $50 (as of 2024) using Form UNRR-3.

Using an alternate name. You don't have to use your LLC's official legal name when you do business out in the real world. Instead, you can use an alternate name, sometimes called an "assumed name," "fictitious business name," "DBA" (short for doing business as), or "trade name." You can register an alternate name with DORES once your business has been established or you've received authorization to do business in the state.

The registration is valid for five years and can be renewed. You can file for the registration online. You can also complete Form C-150G and submit the form in person, by fax, or by mail. As of 2024, the filing fee is $50 to register or renew an alternate name.

(N.J. Stat. § 42: 2C-9 (2024).)

2. Obtain an EIN

New Jersey requires all new businesses to obtain a federal employer identification number (EIN) before registering with the state. You can apply for an EIN online with the IRS. The process is quick and easy. You'll need to answer several questions about your business. Once you submit your application, the IRS will immediately assign an EIN to your business.

You'll use your EIN to file taxes. But an EIN has other uses. For example, many banks require businesses to have an EIN to open a business bank account. In addition, other companies you work with might ask for your business's EIN to file their own tax documents. An EIN can also help you build your business's credit score and get a business loan.

3. Appoint a Registered Agent for Your New Jersey LLC

Every New Jersey LLC must have an agent for service of process in the state—known as a "registered agent." A registered agent is an individual or business entity that agrees to accept legal papers on the LLC's behalf if it's sued. The agent must be either:

• a New Jersey resident, or
• a person or business with the authority to transact business in the state.

The registered agent must have a physical street address in New Jersey. (N.J. Stat. § 42: 2C-14 (2024).)

4. File a Certificate of Formation With DORES

To create a New Jersey LLC, you must file a Certificate of Formation with DORES. The filing must include:

• the LLC's name, and
• the street and mailing address of the LLC's registered agent.

(N.J. Stat. § 42: 2C-18 (2024).)

You can file the Certificate of Formation online through New Jersey's Online Business Formation service. The online form will ask you for additional information about your business, including:

• your business's EIN
• the LLC's NAICS code
• the LLC's duration
• the LLC's business purpose
• the company's main business address
• names and addresses of the LLC's members and managers
• any articles or provisions you wish to add, and
• a signature of an authorized representative.

As of 2024, the filing fee for a certificate of formation is $125.

5. Register for Business Taxes (File NJ-REG)

After filing your Certificate of Formation, you must register for business taxes. All New Jersey and foreign LLCs authorized to do business in New Jersey must register with DORES, regardless of whether they plan on collecting sales tax or having employees.

You can file the form online using DORES's online business registration process. After you submit the form, DORES will issue your business a Business Registration Certificate and a New Jersey tax ID number.

6. Comply With Other Tax and Regulatory Requirements

Your LLC will likely need to comply with other tax and regulatory requirements, including applying for business licenses and permits and registering for other business taxes.

Business licenses. Depending on your LLC's business activities and location, your LLC might need to obtain local and state business licenses or permits in New Jersey. You can use the Licensing and Certification Guide and NJ Business Navigator for help figuring out which permits, licenses, and certifications your business needs.

Tax registration and filings. If you have employees or will be selling goods and collecting sales tax, you'll need to register for these taxes with DORES. Use Form NJ-REG to register for these taxes. For additional information on Texas LLC tax registration, check out our article on LLC annual report and tax filing requirements in New Jersey.

7. Prepare an Operating Agreement

New Jersey doesn't require LLCs to have operating agreements. But it's strongly recommended that you create one. An operating agreement is an internal document that details the rules and procedures for 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.

The agreement can also help preserve your limited liability by showing that your LLC is truly a separate business entity from the owners. Without an operating agreement, state LLC law will govern how your LLC operates.

The operating agreement should include the following:

• the members' percentage interests in the LLC
• the members' rights and responsibilities
• the members' voting powers
• how profits and losses will be distributed
• rules for holding meetings and taking votes, and
• buyout (also called "buy-sell") provisions, which determine what happens when a member wants to sell their interest, dies, or becomes disabled.

For help creating an LLC operating agreement, check out Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo) or use our online LLC formation service.

8. File Annual Reports With DORES

All New Jersey LLCs and foreign LLCs authorized to do business in the state must file an annual report with DORES. The report must be filed each year by the end of the anniversary month of the LLC's formation. (N.J. Stat. § 42: 2C-26 (2024).)

The report must be filed online through DORES's Annual Reports and Change Services portal. As of 2024, the filing fee is $75.

Getting Help With Forming Your New Jersey LLC

If you're looking for additional resources to help you start your New Jersey LLC, check out New Jersey's business website. This great resource has personalized guides, starter kits, and support services. You can also find additional helpful information on the Doing Business in New Jersey webpage of the Division of Taxation website.

You can also take a look at our article on starting a business in New Jersey. If you'd like personalized legal help, talk to a New Jersey business lawyer. An attorney can help you with your business registrations, tax and regulatory obligations, and operating documents.