Key Takeaways: LLC Filing Requirements
Filing Fees: LLC formation fees range from $35 to $500, depending on the state.
Registered Agent: Required in every state, with a physical address and availability during business hours.
Operating Agreements: Recommended for LLCs, even if not required by law in some states.
Annual/Biennial Reports: Most states require periodic filings to stay compliant, with fees and deadlines varying by state.
Forming a Limited Liability Company (LLC) in the United States is governed not by a single federal statute. It is governed by state-level business codes that vary widely in both substance and procedure. The LLC is recognized as a distinct legal entity offering liability protection and flexible tax treatment.
However, the path to lawful formation and ongoing compliance is highly state-specific.
This guide covers the key state LLC filing requirements you'll encounter when forming and operating an LLC.
What Are Key LLC State-Specific Requirements?
1. Formation Documents
Every state requires the filing of a formation document called Articles of Organization, Certificate of Formation, or Certificate of Organization, depending on the jurisdiction.
The core requirements in all states include:
- The LLC’s name
- The registered agent’s name and address
- Business address
Some states demand more detailed information about management structure, business purpose, and operational duration.
The filing fee for initial formation ranges dramatically by state:
- Montana offers the most affordable option at $35
- Massachusetts costs $500
Most states fall in the $50-$200 range with notable variations in mid-to-high states.
NOTE: Filing fees range from $35 to $500. Don’t assume costs are uniform. Always check your specific state’s Secretary of State website for current fees.
2. Registered Agent
A registered agent is required in every state for an LLC. The agent serves as the official contact for legal/tax documents.
Registered Agent Terminology by State
Different states use different terms:
- Most states: "Registered Agent"
- Arizona, Ohio: "Statutory Agent"
- Kansas, Michigan: "Resident Agent"
- New York: The Secretary of State acts as the default agent if you don't appoint one
Key Requirements For Your Registered Agent
1. Physical Address
Must have a street address (no PO Box) in the state where the LLC is registered. The address must be a real, physical location where documents can be received.
2. Availability
Must be physically present at that address during normal business hours to accept service of process (lawsuit notices) and official mail. If you are using a professional service, they handle this automatically.
3. Age
Must be at least 18 years old if an individual. Registered agent service handles this itself.
4. Forwarding
Must promptly forward all received documents to your LLC. Professional services typically do this electronically.
Who Can Be Your Registered Agent?
- You: The LLC owner, if you live in the state
- An Employee: Someone working for the business
- A Friend/Relative: If they meet the physical address and availability criteria
- A Professional Service: Commercial registered agent services offer reliability, privacy, and multi-state support
NOTE: You must appoint a registered agent in the state where your LLC is registered or conducting business. This is important for business that operates in multiple states.
3. Operating Agreements
An LLC Operating Agreement is a key document that outlines how your LLC will operate. It defines:
- Ownership and member rights
- How decisions are made and who makes them
- Profit and loss distribution
- What happens if a member leaves or dies
- Dispute resolution procedures
- Dissolution processes
Which States Require an Operating Agreement?
- California: Legally required for all LLCs
- Delaware: Required by statute, though not filed with the state
- Maine: Required to govern internal affairs
- Missouri: Needed for LLC formation
- New York: Must be adopted within 90 days of formation
- All other 45 states: Operating agreements are not legally required but are strongly recommended as best practice.
What Information Will You Need to Create My Operating Agreement?
You will need:
- Name: This is the official name of your LLC. Make sure it is the same one you have registered with your state.
- State of Formation: Where did you set up your LLC? This is the state where your LLC was formed and is legally recognized.
- Date of Formation: This is the date when your formation paperwork was filed with the state.
- Effective Date: This is the date your LLC members are officially entering into the Operating Agreement. If there is more than one member, be sure to include each person’s details.
- Personal Information of the Members: You will need to list the names of addresses of everyone entering into the Operating Agreement. Be sure to include each person’s details if there is more than one member.
- Name and Principal Place of Business: This is the name of your LLC (again) and the address where it conducts business. It can be an office, a warehouse, or any place where your business is mainly operating.
- Tax Treatment: You decide how you want your LLC to be taxed. You can choose to be taxed as a:
- Sole proprietorship (for a single-member LLC)
- Partnership (for multi-member LLCs)
- Even elect to be treated as an S Corporation
- Term: This section covers when and how the LLC will dissolve. You can specify a set date for dissolution or state that the LLC will dissolve under certain conditions.
- Business Purpose: This is a general statement about what your LLC will do.
- Member Capital Contributions: For LLCs with multiple members, this section will reflect the amount of capital each member has contributed to the business.
- Operational Terms Signing Requirements: Everyone involved in the LLC must sign the Operating Agreement for it to be valid.
Even single-member LLCs benefit from operating agreements because they formalize the separation between you and your business. Various services provide a customized LLC Operating Agreement that meets the specific needs and state requirements.
4. Annual/Biennial Reports
Currently , all states except Ohio require some form of annual or periodic report filing. These reports typically require updating the company information, such as the registered agent, principal business address, and management details. The fees for filing an annual or biennial report vary a lot depending on where your business is located. Some states have pretty low fees, while others charge quite a lot.
How Much Does It Cost to File an LLC Report?
The fees for LLC annual filing requirements vary widely across states, so you will have to check your state’s specific rules. Here are some examples of what different states charge:
California
You’ll pay $20 for the biennial Statement of Information, but keep in mind there’s also an $800 annual franchise tax.
Florida
An annual report costs $138.75.
Massachusetts
It’s one of the pricier states with a $500 annual fee.
New York
Just a $9 biennial fee.
Ohio
You’ll pay $25 for a biennial report.
Wisconsin
The annual report fee is $25.
Check the detailed breakdown of LLC report fees across different states to find the exact costs for your location.
Tips to Reduce Report Costs
- File online when available: Online filings are usually cheaper than mailed filings
- Choose a low-fee state if multi-state: If forming in a state where you don't operate, consider Arizona, Missouri, New Mexico, or Wyoming for lower fees
- Mark your calendar: Missing deadlines triggers late fees ($25–$200+) and can result in administrative dissolution
5. Business Name Rules
Here are the core state requirements:
- Uniqueness: The name must be distinguishable from other registered businesses in the state.
- Required Suffix: Must contain “LLC,” “L.L.C.,” “Limited Liability Company,” or similar, as specified by the state.
- Prohibited Words: Cannot use words implying illegal activities, banking, insurance, or anything misleading or offensive (e.g., “Bank,” “Trust,” “Insurance,” swear words).
- Restricted Words: Words like “Doctor,” “Engineer,” or “University” often require approval or specific professional licenses.
Naming your business is an important step, and the process varies by state. You will need to check the availability of your desired name and ensure it complies with the state’s naming conventions.
Once your name is chosen, you'll typically file your LLC formation documents with the state's Secretary of State or business registration office.
For many people, handling these naming requirements and filing procedures can be tricky.
Professional formation services typically offer name search and name clearance as part of their service packages.
6. Publication Requirements
A few states require LLCs to publish a notice of formation in local newspapers, such as:
New York
You will have to publish your formation notice in two newspapers (one daily and one weekly) in the county where your LLC is located.
This must run for six consecutive weeks. After that, you will have to file a Certificate of Publication, along with affidavits of publication and a $50 filing fee. You can pay the fee using your credit card or debit card. You will have to complete and sign the Credit Card/Debit Card Authorization Form and submit it to the Division of Corporations.
Arizona
Newly formed LLCs have to publish a notice in a newspaper of general circulation in the same county where the LLC is based. The notice must run for three consecutive weeks. The Arizona Corporations Commission will provide the publication instructions and the necessary forms after your LLC is approved.
Nebraska
Nebraska has a similar requirement to Arizona, where new LLCs need to publish a formation notice. The details may vary slightly, but the process is pretty similar.
7. Licenses and Permits
The LLC registration with the state is one part of the process. It doesn’t automatically grant you the right to actually operate your business. You will need business licenses to legally run your specific business entity. These often come from local authorities like your city, county, and sometimes even specific industries.
Key State and Local Requirements
General Business Licenses
Many states don’t require a state-level general business license for LLCs. Most cities or counties will require you to have one. It is usually needed to operate any kind of business legally in that local area.
Industry-Specific Licenses
Some industries are heavily regulated, such as finance, healthcare, food service, and construction. If you are in one of these industries, you will need to get specialized state and federal permits to operate legally.
Zoning Permits
If you are operating out of a physical location (like a retail shop, office, or even a home-based business), you will need to ensure that your business location is zoned appropriately for your type of operation.
Sales Tax Permits
Most states require you to get a sales tax permit if your business sells taxable goods or services. This allows you to collect sales tax from your customers and remit it to the state.
Employer Requirements
If you are planning to hire employees, you will need to get an:
- EIN (Employer Identification Number) from the IRS
- A state tax ID for state tax purposes
- Workers’ compensation insurance to protect your employees
NOTE: You can save time and stay compliant with the help of services that offer a customized research package that identifies every permit and license your business needs. You will get instructions on how to apply.
8. Multi-State Operations: Foreign LLC Registration
You need to understand foreign LLC registration if you are forming an LLC in one state but operating in another.
Do You Need to Register as a Foreign LLC?
You must register as a “foreign LLC” in any state where your business has a substantial presence, such as:
- Physical office or retail location
- Employees
- Regular business operations or customers
- Real estate or inventory
Example Scenarios
- You form an LLC in Delaware, but hire employees in California → Register in California
- You form in Wyoming but have an office in Texas → Register in Texas
- You form in New York but have customers nationwide (online) → No registration needed unless you have employees in other states
Foreign LLC Registration Process
For each state where you need to register:
- Obtain a Certificate of Good Standing from your home state
- Complete a Foreign LLC Application (called "Application for Certificate of Authority" or "Foreign Registration Statement" depending on the state)
- Appoint a registered agent with a physical address in that state
- Pay the registration fee ($50–$300+, depending on the state)
- Update your registered agent if your home state agent changes
9. EIN
This 9-digit number acts like a Social Security Number (SSN) for your business. It is used by the IRS for tax purposes. Most LLCs are required to get an EIN, especially if they plan to hire employees, have certain excise tax activities, or deal with payroll. Sole proprietors can sometimes operate without an EIN, but it is still recommended for separating personal and business finances. You will need this number as soon as possible after incorporation. Various services help obtain an EIN from the IRS with minimal effort by completing and filing all required documents.
Let Swyft Filings Help with Your LLC Formation and Compliance
The process of forming an LLC and staying compliant with state-specific requirements can be complex. Swyft Filings provides a streamlined approach to help you navigate LLC formation. We focus on simplifying the process by assisting you with:
- Filing Formation Documents
- Obtaining an EIN
- Operational Agreements
- Ongoing Compliance
File for an LLC online in minutes without expensive pricing.
Frequently Asked Questions (FAQs)
1. Does it matter what state you file your LLC in?
Yes, it matters as it impacts fees, taxes, legal requirements, and privacy. Most small businesses find it simplest to register in their home state, while others might choose states like Wyoming, Delaware, or Nevada for specific advantages.
2. What happens if I don't file an annual report on time?
States typically impose late fees. Your LLC may face administrative dissolution, which removes your liability protection.
3. Can I change my registered agent?
Yes. You typically file an amendment with your state’s Secretary of State, often for a small fee.
4. How much does it cost to form an LLC in all 50 states?
Formation fees alone range from $35 (Montana) to $500+ (Massachusetts and California). You can check out our guide for LLC costs for each state.
5. What if my LLC has no income but expenses?
You will still need to file a tax return. The specific forms required depend on how your LLC is taxed.