If you're looking to start a business in New Mexico, you might be interested in forming a limited liability company (LLC). An LLC is a popular business structure, particularly among small business owners. It offers owners limited liability for business debts, tax advantages, and a flexible management structure.
Follow these steps to create an LLC in New Mexico. For more information 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.
When you form your LLC, you need to pick a name for your business. New Mexico has laws about LLC names that you should be aware of when choosing your name.
LLC name must be distinguishable. Your LLC's name must be distinguishable (different) from the names of any corporations, partnerships, or LLCs registered, authorized, or reserved with the New Mexico Secretary of State (SOS). You can see whether your proposed business name is available by searching the SOS's business search page. (N.M. Stat. § 53-19-3 (2024).)
LLC name must include an entity designator. Under New Mexico law, your LLC name must contain the words "limited liability company" or "limited company" or the abbreviations "LLC," "LC," "L.L.C.," or "L.C." In addition, you can abbreviate the words "limited" and "company" to "ltd." and "co.," respectively. (N.M. Stat. § 53-19-3 (2024).)
Name reservation. You can reserve an available business name for 120 days by filing an Application for Reservation of a Domestic LLC Name with the SOS. You can't renew the reservation. As of 2024, the filing fee to reserve a name is $20. (N.M. Stat. § 53-19-4 (2024).)
Using a trade name. You can do business under a name that's different from your LLC's legal name listed in its articles of organization. This alternative name is sometimes called a "trade name," "DBA" (short for doing business as), or "fictitious business name." Unlike most states, New Mexico doesn't have a registration process for DBAs. However, you can still protect your business name as a trademark by registering the name federally with the United States Patent and Trademark Office and at the state level with the SOS.
Every New Mexico LLC must have an agent for service of process (called a "registered agent") in the the state. A registered agent is a person or business that agrees to accept legal papers on a company's behalf and forward the documents to the represented entity.
In New Mexico, a registered agent must either be:
Your registered agent must have a physical street address in New Mexico.
(N.M. Stat. § 53-19-5 (2024).)
You can create a New Mexico LLC by filing Articles of Organization with the SOS. The articles must include:
(N.M. Stat. § 53-19-8 (2024).)
You can file your articles online through the SOS's Online Business Portal. As of 2024, the filing fee for New Mexico Articles of Organization is $50.
In New Mexico, your LLC isn't legally required to have an operating agreement. While this foundational document isn't legally required, it's still important to have. This agreement will establish the rules and procedures for how your LLC will operate.
An operating agreement should generally cover:
You don't need to file your operating agreement with the state but you should put it in writing.
An operating agreement is important for several reasons. It allows you to create your own rules for your LLC. Without an operating agreement, state LLC law will govern how your LLC operates. Moreover, having an agreement in place ensures that all current and future members and managers are on the same page about the LLC's operations.
In addition, an operating agreement can help preserve your limited liability by showing that your LLC is truly a separate business entity from its owners. In addition, investors and banks typically like to see an LLC's operating agreement when determining whether to invest or loan money to the company.
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.
Other tax and regulatory requirements might apply to your LLC. For instance, 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 you'll have employees or you elect to have your LLC taxed as a corporation instead of a sole proprietorship (disregarded entity). You can obtain an EIN by completing an online EIN application on the IRS website. There's no filing fee.
Business licenses. Depending on your LLC's business activities and location, your LLC could need to obtain other local and state business licenses. For local licenses, check with the clerk for the city where the LLC's primary place of business is located (or county if it's in an unincorporated area). For state licenses, see the state licenses and permits section of the New Mexico Business Portal. For further guidance on regulatory requirements for your business, read how to get a small business license in New Mexico.
New Mexico Taxation and Revenue Department. Every business located in New Mexico must register with the New Mexico Taxation and Revenue Department (TRD). You can register your business online through the TRD's Taxpayer Access Point (TAP). You can also file your returns and pay taxes via TAP. For more information on New Mexico LLC tax registration, check out our article on New Mexico LLC annual report and tax filing requirements.
Here are some other questions you might have about your New Mexico LLC.
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.
Below are the fees (as of 2024) you might need to pay to form your LLC in New Mexico:
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.
No. New Mexico doesn't require LLCs to submit an annual report or any other periodic report.
Although you won't need to file an annual report for your company, 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.
You're not required to have an operating agreement in New Mexico. 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.
New Mexico, like most states, doesn't require businesses to have a statewide general business license. However, your city might require your LLC to apply for a license or register your business and pay a fee to operate within the city limits. In addition, depending on your profession, you and your LLC might need to apply for a professional or occupational license. Your business could also need to obtain tax licenses and apply for local zoning and building permits.
For guidance on state and local business permits, check out theNew Mexico Business Portal.
You can also read our article on New Mexico business licenses for additional information.
All New Mexico and foreign LLCs authorized to do business in New Mexico must register with the TRD and obtain a business tax identification number. You can register and obtain your tax identification number online via TAP or mail or email Form ACD-31015, Business Tax Registration to the TRD. There's no fee to register your business.
New Mexico also requires pass-through entities, including multi-member LLCs, to file a New Mexico Income and Information Return for Pass-Through Entities (PTE). You must file this form with the state before the due date of your federal tax return and deduct and withhold tax from each nonresident owner's share of net income. This requirement doesn't apply to single-member LLCs, which are treated as sole proprietorships for tax purposes unless they elect different tax treatment.
You can also elect to have your LLC taxed at the entity level. Under this election, your LLC will pay income tax on behalf of all the members. The members will then apply a credit to their personal tax returns for the tax that the LLC already paid on their behalf.
See our article on New Mexico tax filing requirements for more details.
Yes. To do business in New Mexico, all LLCs organized outside of the state (called "foreign LLCs") must register with the SOS. Your foreign LLC must appoint a registered agent for service of process that's physically located in New Mexico.
To register, file an Application for Registration with the SOS. You must attach a certificate of good standing or existence from your foreign LLC's home state dated within 30 days of filing. You must file the application by mail. As of 2024, the fee to register your foreign LLC is $100.
(N.M. Stat. §§ 53-19-47 and following (2024).)
See our guide to qualifying to do business outside your state for more information.
Yes. For most formation purposes, a New Mexico single-member LLC is considered the same as a multi-member LLC. The steps to form a single-member LLC in New Mexico 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.
No. New Mexico doesn't recognize professional LLCs. Instead, if you provide a licensed professional service in New Mexico, you can form either a regular LLC or a professional corporation.
Examples of providers 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 New Mexico state license, certification, or other legal authorization before practicing, then you provide a professional service.
You can form a professional corporation to perform one single type of professional service and services ancillary to the professional service.
(N.M. Stat. §§ 53-6-1 and following (2024).)
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 New Mexico, you should:
(N.M. Stat. §§ 53-19-39 and following (2024).)
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.
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