Follow our free guide to form an LLC in Wisconsin

There are many steps involved in starting an LLC in Wisconsin, but our comprehensive guide is divided into two phases and covers every part of the Wisconsin LLC formation journey.

Pros and Cons of Forming an LLC in Wisconsin


Pros

Positive Earnings Growth
According to a recent report by Business Insider, Wisconsin experienced a notable 6% increase in weekly wages during 2017, which makes it one of the top ten states in the nation for wage growth.

No Corporate/Franchise Taxes
Wisconsin does not impose any corporate or franchise tax on LLCs. The only taxes owed on the LLC’s revenue is the personal income tax paid by the members.

High Overall Ranking
Based on Us News’ annual report on state rankings, Wisconsin moved from #16 in 2017 to #11 in the nation. The state’s top marks were its quality of life and economic opportunity/affordability.

Cons

High Corporate Taxes
Wisconsin’s 7.9% corporate tax rate is on the higher end of the national scale and is only slightly lower than California's 8.84% corporate rate. Additionally, the economic development surcharge that is levied against some corporations can mean an additional fee as high as $9,800.

Little Opportunity for Business Growth
Wisconsin comes in at #31 on Forbes list of best states for businesses, with particularly low marks in business costs and growth prospects. The state also comes up short in labor supply.

Cost of Doing Business

  • $130 filing fee
  • $25 annual report
  • No corporate/franchise tax

Phase One: Starting Your Wisconsin LLC

The first phase of setting up your Wisconsin LLC has to do with bringing your new business into reality. Begin the process with these six simple steps: 

Step 1: Name Your Wisconsin LLC

Your first step with your Wisconsin LLC is to name your business. There are regulations and restrictions regarding the use of certain words in business names.

Tip: Use a free business name search tool to ensure your company’s desired name is available. If the name is unavailable, try a free business name generator to help ideate alternative names.

Business Name Guidelines

  • The official name of your business must end with: Limited Liability Company, Limited Company, LLC, or L.L.C.
  • Your business name cannot be intentionally misleading to consumers
  • The name of your new LLC must not be similar to another organization’s name/trademark

Restrictions

  • “Lottery” and “Bank” are ineligible for use (any state)
  • Terms that represent educational or Veterans’ organizations are restricted
  • Terms related to the Armed Forces or civil servants (police, EMT, fire)

LLC business names associated with government and/or financial entities are not always restricted - it depends on the state. Additional paperwork may be required.

URL Availability
It is important that your new Wisconsin LLC has an online presence — check domain name availability at a number of online web services sites.

Step 2: Establish Ownership

Instead of owners, LLCs are known as members and managers. All LLCs will have members, but not every LLC will have managers —  it depends on the management structure of the business.

LLC Management Structures:

  • Member-managed: All members participate in operating and making decisions for the LLC
  • Manager-managed: An appointed manager oversees the daily operations of the LLC and the members are not actively involved.

Wisconsin LLC Member Guidelines

Required Number of Members
There must be at least one member or manager to form an LLC in Wisconsin.

Member Disclosure Requirements
An organizer/authorized representative may sign and file the Articles of Organization in place of the LLC members.

Age Restrictions
LLC members in Wisconsin may be of any age.

Residence Restrictions
There are no residency restrictions imposed on LLC members in Wisconsin.

Step 3: Find a Registered Agent in Wisconsin

Every Wisconsin LLC is required to select a registered agent; without this position, your business cannot be official.

What is a registered agent?
A registered agent is a person or business who accepts official mail and legal notices on behalf of the LLC.

Why do you need a registered agent?
Wisconsin law requires you to appoint a registered agent so that the state government has a consistent contact person for your LLC.

What are the main requirements for a registered agent?

  • The registered agent must have a physical address — not a P.O. Box
  • The registered agent must be available during business hours

Who can be a registered agent in Wisconsin?

  • A state resident with a physical address in Wisconsin
  • An LLC or corporation that is licensed to conduct business in Wisconsin

Is the registered agent’s contact information publicly accessible?
The name and contact information of the LLC’s registered agent is a matter of public record.  

Can I be my own registered agent for my business?
You can be your own registered agent as long as you have a physical address in Wisconsin.

Is being my own registered agent discouraged?
LLC business owners risk compromising personal information who choose to be their own registered agent.

Tip: Avoid the hassles and choose Swyft Filings to fill the registered agent needs for small businesses in Wisconsin. Find more information here.

Step 4: File the Articles of Organization

Filing the Articles of Organization is the most vital part of forming your Wisconsin LLC.

What is the Articles of Organization?
The Articles of Organization is a legally binding document that is filed with the state government to officially and legally form your LLC.

Why do I need the Articles of Organization?
The Articles of Organization is necessary to legally form your LLC in Wisconsin.  Consider this document as part of your LLC’s foundation.

What is the cost of filing the Articles of Organization?
The filing fee for Wisconsin is $130.

What information is included in the Articles of Organization?

  • The name and address of the LLC
  • The name of the organizer filing the paperwork
  • The name and location of the registered agent
  • The chosen LLC management structure
  • The duration of the LLC

Step 5: Create an LLC Operating Agreement

Part of the successful formation of your Wisconsin LLC involves having an LLC Operating Agreement in place.

What is an LLC Operating Agreement?
The LLC Operating Agreement is a legal document that defines the rights of the members and discusses the operating procedures.

Why do I need an LLC Operating Agreement?
The LLC Operating Agreement provides the necessary structure, protects business assets, and reduces disputes among members.

Do I need to file the LLC Operating Agreement?
You do not need to file the Operating Agreement anywhere; it remains in-house.

What goes into an LLC Operating Agreement?
Most LLC Operating Agreements include the following information:

  • List of the members/managers and their roles
  • Designation of authority in the LLC
  • Initial capital contributions of the members
  • Voting designations and percentages of the members
  • Member transfer/addition rules and restrictions
  • Distribution of profits
  • Meeting schedule

Tip: Get a customized LLC Operating Agreement for your small business with Swyft Filings. Add structure to your LLC now.

Step 6: Register for an EIN

Most businesses formed in Wisconsin must register for an EIN. Your Wisconsin LLC will not be able to conduct business without this ID.

What is an EIN?
The EIN is a nine-digit number that is assigned to your business by the Internal Revenue Service (IRS) and identifies your business with the government.

What does EIN stand for?
EIN is an acronym for Employer Identification Number. It is also known as a Federal Tax ID.

Are all businesses required to have an EIN?
Federal law dictates that certain types of business entities register for an EIN:

  • Any business with employees (even if owned by one person)
  • Any business with more than one member
  • A partnership (LLC or C-corp)

Please Note: A sole proprietorship is not required to have an EIN, but it is still recommended.

Why does my LLC business need an EIN?
The more common reasons you would need an EIN are:

  • To hire employees
  • To open a bank account in the U.S.
  • To file your company’s taxes
  • To pay independent contractors

In short, if you make money through your business and it has employees, you must have an EIN.

Is the EIN publicly listed?
The EIN for your LLC will be part of public record.

Can I use my Social Security Number as the EIN?
You can use your social security number as your EIN; however, this information is part of public record.

Swyft Filings offers EIN services for small businesses in Wisconsin. Find more information here.

Phase Two: Maintaining Your Wisconsin LLC

The next part of setting up your Wisconsin LLC centers around moving your business forward and staying compliant with government regulations. The next few steps are:

Step 1: Register for Wisconsin State Taxes

Wisconsin does not charge LLCs with a corporate or franchise tax. LLC members are still required to pay state and federal income taxes on their earnings.

State Income Taxes
Wisconsin’s state income tax rates are listed in the table below:

Corporate Tax Information
You can also choose to have your LLC taxed as a corporation; if so, you will be responsible for paying the 7.9% corporate franchise tax on your business’s net earnings.

An economic development surcharge applies to corporations (c-corps and some s-corps) whose gross receipts total $4 million and up. The fee is determined by either 3% of net business income or $25; the maximum surcharge is $9,800.

Additional Tax Information
Other taxes your LLC may need to pay:

  • Sales and Use Tax at 5%
  • Employee Withholding Tax
  • Unemployment Tax

Step 2: Obtain Business Licenses and Permits

The licenses and permits required for an LLC in Wisconsin can vary, depending on a number of variables:

  • Location (city and county)
  • Type of Business
  • Industry

Tip: If you would like to see more in-depth information on licenses and permits, please feel free to visit the content in our learning library that covers business licenses and permits.

Step 3: File an Annual Report

All businesses formed in Wisconsin are required to file an annual report with the Secretary of State.

What is an annual report?
An annual report, which is also called a periodic report, is a legal form that is filed with the Secretary of State on a periodic basis that is designed to keep your business’s information current with the state.

What kind of information is in the annual report?
The information requested in the annual report is similar to what is in the Articles of Organization:

  • The name and address of the business
  • The name and address of the registered agent
  • The names of the members
  • The business’s EIN

Is the annual report part of public record?
The annual report filed on behalf of your LLC is a matter of public record.

Fees and Due Date

Fee: $25
Due Date: end of the anniversary quarter of LLC formation
Frequency: every year
Implications of Late Filings: eventual LLC dissolution

Swyft Filings helps you stay compliant by providing stress-free solutions. File your annual report with us today.

Step 4: Request a Certificate of Good Standing

After your Wisconsin LLC has been formed and is ready for business, the final step is obtaining a Certificate of Good Standing.

What is a Certificate of Good Standing?
The Certificate of Good Standing is an official notification which proves that your business is properly formed and compliant with state regulations.

Who issues the Certificate of Good Standing?
The Certificate of Good Standing is generally issued by the Secretary of State.

When can I request a Certificate of Good Standing for my business?
Request a Certificate of Good Standing through the Secretary of State after your LLC is officially formed.

Why do I need a Certificate of Good Standing?
The Certificate of Good Standing gives your new LLC credibility for banks, financial institutions, and other businesses.

Does the Certificate of Good Standing have an expiration date?
The Certificate of Good Standing does not expire/does not need to be renewed.

Swyft Filings can create a Certificate of Good Standing for your Wisconsin LLC. Click here for more information.


Additional Wisconsin Resources