Here are the steps you need to take to start a limited liability company (LLC) in Ohio.
A restrict liability company ( LLC for short ) is a way to legally structure a business. It combines the express liability of a pot with the flexibility and lack of formalities provided by a partnership or sole proprietorship. Any business owner who seeks to limit his or her personal indebtedness for business debts and lawsuits should consider forming an LLC .
here are the steps you need to take to form an LLC in Ohio. For more information on how to form an LLC in any state, see How to Form an LLC .
Why File for an LLC in Ohio?
LLCs are a common option for new and belittled business owners, and for adept reason. LLCs are relatively easy to form and maintain, and they provide personal liability protection from occupation debts and lawsuits. If you are looking to form an entity that provides tractability in terms of ownership, management, and tax, an LLC might be a good match for your business. To learn more, see What is a express Liability Company ( LLC ) ?
Step 1. Choose a Name for Your Ohio LLC
Your LLC ‘s name must be distinct from the names of early business entities already on file with the Ohio Secretary of State. You can check names for handiness at the Ohio Secretary of State business name database .
Under Ohio law, an LLC list must include one of the follow :
- limited liability company
- ltd., or
You may reserve a name for 180 days by filing a name Reservation ( Form 534-B ) with the Ohio Secretary of State. The application may be filed on-line or by chain mail. The file fee is $ 39 .
Using a Trade Name
You do n’t have to use your LLC ‘s official legal identify registered in your Articles of Organization when you do occupation out in the real world. alternatively, you can use a deal name, besides called an wear name, “ DBA ” ( short for doing clientele as ), or a fabricated business name. To do sol in Ohio, you must register your trade wind name with the Ohio Secretary of State. To register, file a mention Registration ( Form 534A ) with the Secretary of State on-line or by mail. The file fee is $ 39. For more on register business names, see How to Register a Business Name
Step 2. Appoint a Registered Agent
Every Ohio LLC must have an agentive role for overhaul of serve in the state of matter. This is an individual or business entity that agrees to accept legal papers on the LLC ‘s behalf if person sues the company. The cross-file agent can be an Ohio resident or a domestic or foreign corporation authorized to do business in Ohio. The register agent must have a physical street address in Ohio. however, an individual agent may provide a P.O. box as the agent address .
Step 3. File Articles of Organization
An Ohio LLC is created by filing Articles of Organization for a Domestic Limited Liability Company ( Form 533A ) with the Ohio Secretary of State. The articles must include :
- the LLC’s name
- the effective date of Articles–upon filing or a later date
- term of the LLC (if not perpetual)
- LLC’s purpose (optional)
- address, email, and phone number
- the name, address, and signature of the LLC’s registered agent, and
- signature of LLC a member, manager, or authorized representative
You can file the articles online or by postal mail. The filing fee is $ 99 .
Step 4. Prepare an Operating Agreement
An LLC operating agreement is not required in Ohio but is highly recommended. The operate agreement is the elementary document that establishes the rights, powers, duties, liabilities, and obligations of the members among themselves and to the LLC. The agreement is strictly an internal document and is not filed with the Secretary of State .
For avail creating an LLC operate agreement, see Form Your own restrict Liability Company, by Anthony Mancuso ( Nolo ). If you create an operate agreement, you do not need to file it with the Articles of Organization .
Step 5. Get an EIN & Comply With Other Tax & Regulatory Requirements
extra tax and regulative requirements may apply to your Ohio 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. For local licenses, check with the clerk for the city where the LLC’s primary place of business is located (or county if it is in an unincorporated area). For state license information, consult the checklist section in the Start a Business page at business.Ohio.gov. For more information, see How to Get a Small Business License in Ohio.
- Department of Taxation: If you have employees or will be selling goods and collecting sales tax, you’ll need to register with the Ohio Department of Taxation (DOT). For most tax purposes, you can register online through the Ohio Business Gateway (OBG) or by mail using the correct form (check the OBG site for details). Ohio also has a Commercial Activity Tax that applies to most Ohio business entities including SMLLCs. For more information on Ohio LLC tax registration, see Ohio LLC Annual Filing Requirements.
Should I form an LLC? If you are good starting your business or have already been operating as a sole owner, you should consider forming an LLC in Ohio. LLCs limit an owner ‘s personal liability for occupation debts and lawsuits and offer a draw of tractability when it comes to possession, management, and taxation of the business. To learn more about LLCs and decide if it is the justly clientele structure for you, see What is a specify Liability Company ( LLC ) ?
How do I know if my LLC name is available? It is important to make certain that your LLC ‘s diagnose is distinct from the names of early existing businesses on file with the Ohio Secretary of State. You can conduct a name search for free on the Ohio SOS web site to make sure your proposed name is available .
How much does it cost to form an LLC in Ohio?
- The Ohio Secretary of State charges a $99 fee to file the Articles of Organization.
- It will cost $39 to file a name reservation application if you wish to reserve your LLC name prior to filing the Articles of Organization.
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 will often cost you hundreds, if not thousands, of dollars in the process. Nolo ‘s Online LLC formation service can complete all of the paperwork and filings for you, with packages starting at precisely $ 49.00. To learn more about the costs associated with imprint and running an LLC, see How much Does It Cost to Form an LLC ?
Do I need an operating agreement for my Ohio LLC? Ohio does not require LLCs to have manoeuver agreements, but it is highly recommended. An operate agreement will help protect your express liability condition, prevent fiscal and managerial misunderstandings, and ensure that you decide on the rules governing your business rather of the state police by default. For more data, see The LLC Operating Agreement .
Can a foreign LLC do business in Ohio? To do commercial enterprise in Ohio, all LLCs organized outside of the state must register with the Ohio Secretary of State. Foreign LLCs must appoint a cross-file agent for service of process. The agentive role may be ( 1 ) an Ohio house physician, ( 2 ) an Ohio pot, or ( 3 ) a foreign pot that has a place of business and is licensed to do business in Ohio. however, an individual agent may provide a P.O. box as the agent address .
To register, file a registration of a Foreign Limited Liability Company ( Form 533B ). The application may be filed on-line or by postal mail. The filing tip is $ 99 .
The completed application must be accompanied by a security of legal universe or good standing from the foreign LLC ‘s home state, dated no more than 60 days prior to the file of the certificate .
Before filing, make surely the LLC ‘s name is available in Ohio by checking the Ohio clientele name database. If the name is not available, the alien LLC must adopt a trade name for practice in Ohio. File a Trade Name Registration application ( Form 534 A ) with a $ 39 fee. The form may be filed by postal mail or on-line .
Can I form a single-member LLC in Ohio? For most formation purposes, an Ohio single-member LLC is considered the lapp as a multi-member LLC. The steps to form a single-member LLC in Ohio are the same as those listed above.
Single-member LLCs do have extra flexibility when it comes to filing a tax return. To learn more, see How Single-Member LLCs Pay Federal Income Tax .
Can I form a professional LLC in Ohio? If you provide a accredited professional servicing in Ohio and want to form an LLC, you will be required to form a professional limited liability ship’s company ( PLLC ). Examples of professional services include architects, attorneys, dentists, certified populace accountants, and more. generally, if you provide a service that requires you to obtain an Ohio submit license before drill, then you are a master service. Each member of the company must be licensed in order to form a PLLC. To learn more about forming an Ohio PLLC, see our article, How to Form a Professional LLC in Ohio .
How do I dissolve my Ohio LLC when I’m done? If you reach the point where it is time to close your business and discontinue all operations, then you will want to properly dissolve your LLC to limit your liability for lawsuits and government fees. Learn about the steps you will need to take in How to Dissolve an LLC in Ohio .