You apply for an LLC through the business entity filing office in the state where you want to form it, which in most states is the Secretary of State. The filing itself is a short formation document, a fee between $35 and $500, and some basic information about your business. Many states now accept the application online and approve it within a few business days.
The Office That Handles LLC Filings in Your State
Every state designates one agency to handle business entity filings. In most states that’s the Secretary of State, but a handful use different names for the same function: Division of Corporations, Department of Commerce, or Bureau of Corporations.1U.S. Small Business Administration. Register Your Business Whatever the title, the job is the same. The office accepts formation documents, maintains the public database of registered entities, and issues the certificate confirming your LLC legally exists.
The quickest way to find the right page is to search your state’s name plus “Secretary of State business filing.” That lands you on the official portal where you can check name availability, download or complete forms, and submit your paperwork. Some states run a dedicated online filing system; others still rely on PDF forms you fill out and mail in.
Which State to File In
Most small business owners should file in the state where they actually live and work. One registration, one set of annual fees, no extra registered agent, no foreign qualification back home. It’s the straightforward path and almost always the right one.
You may have heard that Delaware, Wyoming, or Nevada offer special advantages. Delaware’s Court of Chancery handles business disputes quickly with decades of established case law. Wyoming charges low fees and offers strong asset protection. Nevada has no state income tax. Those features matter for large companies with complex governance, holding companies, or multi-entity deals. For a single-location small business, the math usually doesn’t work. If you form in Delaware but operate in Texas, you pay filing fees and annual obligations in both states and keep a registered agent in Delaware on top of it.
Foreign Registration if You Operate in More Than One State
If your LLC does business in states beyond where it was formed, each additional state requires you to register as a “foreign” LLC there. Foreign doesn’t mean international; it means your LLC was born somewhere else. The triggers vary by state but generally include a physical office, employees, or inventory in that state. Occasional sales to out-of-state customers usually don’t trigger it; a real operational footprint usually does.
Skipping foreign registration when it’s required has teeth. The most common penalty is losing the right to sue in that state’s courts. If a customer stiffs you on a $50,000 invoice and you’re not properly registered, the court can refuse to hear your case until you fix the registration, often with back fees and penalties for the entire unregistered period. Some states also impose daily fines.
What the Formation Document Asks For
The form goes by different names depending on the state: Articles of Organization, Certificate of Formation, or Certificate of Organization are the common ones. The content is largely the same everywhere, and the document is usually one or two pages.
Business Name
Your name must include “Limited Liability Company” or an abbreviation like “LLC” or “L.L.C.” It also has to be distinguishable from every other business entity already registered in that state. Run a name search in the state’s online database before you file. If your preferred name is taken or too close to an existing one, the filing gets rejected. Many states let you reserve a name for a small fee while you prepare the rest of the paperwork.
Registered Agent
Every LLC must designate a registered agent with a physical street address in the formation state. This person or company agrees to accept legal documents, tax notices, and official correspondence during normal business hours. A P.O. box won’t work; the address has to be a real location with someone present on weekdays.
You can serve as your own registered agent if you have an address in the state and are reliably available during business hours. Many owners hire a commercial registered agent instead, typically $100 to $300 per year. The advantages are privacy, because the agent’s address appears on the public filing rather than your home address, and reliability, because missed service of process can lead to default judgments against your LLC.
Management Structure
The form asks whether the LLC will be member-managed or manager-managed. In a member-managed LLC, all owners participate in running the business. In a manager-managed LLC, one or more designated managers handle operations while other members stay passive. Most small LLCs with a few active owners choose member-managed. Manager-managed fits better when some owners are purely investors.
Other Fields
Depending on the state, you may also need to list the names and addresses of initial members or organizers, state the LLC’s purpose (most states accept a general purpose like “any lawful business”), and specify whether the LLC has a set dissolution date or continues indefinitely.
How to Submit and What It Costs
Most states offer online filing portals where you complete the formation document, pay by credit card, and get confirmation, sometimes within minutes. Online filing is almost always the fastest and often the cheapest option. Some states also accept mailed or in-person submissions, but mailed filings take significantly longer.
Formation fees range from $35 to $500. The national average is around $130. A few states charge under $50; Massachusetts sits at the top at $500. These are one-time costs for the initial filing. Ongoing annual obligations are separate.
Processing times depend on the state and the method. Online filings are often approved within one to five business days. Mailed documents can take several weeks, longer at busy times like year-end. Most states offer expedited processing for an extra fee. Once approved, the state issues a stamped formation document or a formal certificate confirming your LLC exists. Keep it. You’ll need it to open a business bank account, apply for licenses, and handle a range of administrative tasks.
Publication Requirement in Three States
New York, Arizona, and Nebraska require newly formed LLCs to publish a notice of formation in one or more local newspapers. It’s easy to overlook and the consequences can be serious. In New York, an LLC that fails to publish within 120 days of formation has its authority to conduct business suspended.
Publication costs vary widely based on local newspaper rates. Rural areas might run a few hundred dollars; New York City can run over $1,000. If you form in one of these three states, budget for it and check the specific rules as soon as your formation is approved.
What to Do Right After Approval
Draft an Operating Agreement
An operating agreement is an internal document spelling out how your LLC is governed: who owns what percentage, how profits and losses are divided, how decisions get made, and what happens if a member leaves or dies.2U.S. Small Business Administration. Basic Information About Operating Agreements It doesn’t get filed with the state. It stays in your records.
California, Delaware, Maine, Missouri, and New York legally require LLCs to have one. Even in states that don’t mandate it, skipping the agreement is one of the most common mistakes new owners make. Without it, your LLC looks a lot like a sole proprietorship or informal partnership, which can jeopardize the liability protection you formed the LLC to get.2U.S. Small Business Administration. Basic Information About Operating Agreements If a creditor or lawsuit challenges your LLC’s legitimacy, a solid operating agreement is strong evidence that you’re running a real, separate entity.
For single-member LLCs the agreement can be short, a few pages establishing the LLC exists separately from you and documenting basic procedures. For multi-member LLCs it’s essential. Address profit distribution, voting thresholds for major decisions, and buyout procedures before there’s a disagreement, not after.
Get Your EIN From the IRS
After the state approves your formation, apply for a federal Employer Identification Number from the IRS. An EIN is a Social Security number for your business. Banks require it to open a business account, and the IRS uses it to track your tax filings. Every LLC needs one.3Internal Revenue Service. Employer Identification Number
The IRS issues EINs for free through its online application, and the process takes about ten minutes. You’ll need the Social Security number of the LLC’s responsible party (typically the primary owner) and your entity information. If approved, you receive the EIN immediately on screen.4Internal Revenue Service. Get an Employer Identification Number You have to complete the application in one session; it can’t be saved and resumed, and it times out after 15 minutes of inactivity. Fax takes about four business days and mail about four weeks, but there’s no reason to wait when the online version is instant.
One warning: third-party websites charge $50 to $200 to file EIN applications on your behalf for something the IRS provides at no cost. If any site asks for payment to get your EIN, you’re in the wrong place.4Internal Revenue Service. Get an Employer Identification Number
Keeping the LLC Alive After You Form It
Nearly every state requires LLCs to file a periodic report, usually annually, though some states use a two-year cycle. These reports update the state on basic information like your current address, registered agent, and the names of members or managers. Filing fees range from $0 to several hundred dollars, with a national average around $90.
Some states also impose annual taxes or fees on top of the report. California charges an $800 annual franchise tax regardless of whether the LLC earned any income. Delaware requires a $300 annual tax. These ongoing costs are easy to forget during formation but directly affect the real cost of operating an LLC in a given state.
Missing an annual report deadline typically starts with late fees, but the real danger is administrative dissolution. If the state dissolves your LLC for noncompliance, the entity loses its authority to conduct business. People who continue operating a dissolved LLC can be held personally liable for debts and obligations incurred after the dissolution date. That’s the exact exposure the LLC was supposed to prevent. Most states allow reinstatement after you file the overdue reports and pay the penalties, but any contracts signed or debts incurred during the gap could reach your personal assets.
Set calendar reminders for your state’s deadlines. Keep registered agent information current. If you ever decide to close the LLC, file formal dissolution paperwork rather than letting it lapse, because an abandoned LLC keeps racking up annual fees and penalties in most states.
Federal Beneficial Ownership Reporting
The Corporate Transparency Act originally required most domestic LLCs to report their beneficial owners to the Financial Crimes Enforcement Network. FinCEN published an interim final rule in March 2025 that exempts all entities created in the United States from this requirement. As of 2026, domestic LLCs do not need to file beneficial ownership reports with FinCEN.5FinCEN. Beneficial Ownership Information Reporting The requirement still applies to foreign-formed entities that register to do business in a U.S. state. If you’re forming a standard domestic LLC, you can cross this one off the list for now, but watch it. FinCEN has indicated it may issue a revised rule, and the exemption could change.