Category Archives: Blog

An Overview of Nevada Single Member LLCs

If you want to form one or more Nevada single member LLCs, you will need to follow certain steps. Generally, a multi-member LLC and a single-member LLC are very similar when it comes to formation in Nevada.

Step 1 – Name Your Company

The state of Nevada requires you to include the words “Limited Liability Company” or some acceptable variation of this wording. You must use a unique name that has not previously been used by another Nevada business. You can check to see if the name that you have chosen was previously used by searching on the Secretary of State website. You will need to pay a $25 filing fee and submit a Name Reservation Form, which will reserve your name for 90 days.

Step 2 – Create and Submit the Articles of Organization

You will then need to file Articles of Organization with the following information:

  • Your business name
  • The name and address of the registered agent for the LLC
  • The management style of the LLC
  • The name and address of the manager
  • Other basic information.

You can find the forms for filing with helpful directions on the Secretary of State website. You can also use the SOS business filing portal, Silverflume. The filing fee is $75. Your business will need a registered agent to accept any legal documents for the company. The registered agent is either a person or a business within the state with an actual street address.

Step 3 – Drafting an Operating Agreement

Technically, an SMLLC does not need an operating agreement in the state, and you do not need to file these organizational papers with Nevada. Even so, an operating agreement benefits your organization because your procedures are documented for reference. In addition, you will need to show an operating agreement to a bank or any future investors, members or shareholders. If there is a question of liability, you will be protected with you as a member being established as separate from the business itself.

For help with drafting an operating agreement, contact our Nevada attorney corporation services. The operating agreement covers the member rights and responsibilities and establishes the management structure for the Nevada single-member LLC. It also addresses the relationship between a member and the organization. When you initially set up a single-member LLC, you will need to state that it is manager-managed, or the state will assume that it is member-managed by default. This distinction can make a difference in how you conduct business, so review both options and seek competent counsel before you decide which option works best for your single-member LLC.

Step 4 – Obtaining an Employer Identification Number

Similar to a sole proprietorship, a single-member LLC does not need an Employer Identification Number or EIN. The business owner can instead report any profits and losses with their Social Security number on their personal tax form. Even so, you might want to obtain one because financial institutions sometimes require one in order for you to open an account. Other businesses might require the number as well for their account-receivable department. However, if you set up taxation as a corporation (instead of on a pass-through basis) for your LLC or if you hire employees, then you will need an EIN in order to file federal taxes. You can obtain an EIN through the IRS and do not need to pay a fee.

Step 5 – Taxes Contact the Nevada

Employment Security Division and the Nevada Department of Taxation for further information about registering with them if you have employees.

Step 6 – Securing a State Business License

You will need to submit a request for a state business license and pay a $200 fee. The exception to this is for those who operate a business out of their home when they have a wage that is two-thirds of the Nevada average yearly wage. Landlords with less than four units are exempt as well. Contact the Nevada Secretary of State for additional information.

Step 7 – Filing a Yearly Report

You will need to submit a yearly report to the state, which you can file online, along with a $150 filing fee. If you file late, you will need to pay a penalty. Nevada sometimes refers to this as an annual list, which includes a minimal amount of information, such as the names and addresses of the key people in the LLC (which in your single-member LLC will be just be you). The due date of the list depends on when you initially filed it and falls before the last day of the month during the inaugural and subsequent years. For example, if you started your single-member LLC in September, you will need to submit the yearly report by the last day of September.

For Assistance Filing Nevada Single Member LLCs, call us at (775) 824-0300

Establishing a single-member LLC involves paperwork and red-tape, so contact our attorney corporation services at the Sutton Law Center for help.

How to Incorporate in Nevada

incorporate in nevada

The ideal first step in forming an LLC incorporate in nevada is to hire experienced Reno corporate services attorneys to assist you. The rest of the process unfolds as follows:

1. Select a Name

The name of your LLC must be distinguishable from other business entities on file with the Nevada Secretary of State, and you can check if the one that you want is taken by using the Nevada Secretary of State’s business name database. By law, the name of your LLC must include at least one of the following terms or abbreviations: “Limited Liability Company,” “Limited-Liability Company,” “Limited,” “L.L.C.,” “LLC,” “Ltd.” or “LC.” The word company can be abbreviated as “Co.” Reserve a name for your LLC for 90 days by filing a Name Reservation Request form with the Nevada Secretary of State. It may be filed by mail, online with Silverflume or with the Nevada SOS’s online filing portal.

2. File Articles of Organization

Your new LLC will be created when you file its Articles of Organization Limited-Liability Company with the Nevada Secretary of State. They must include: the name and address of the LLC; the name, address and signature of the LLC’s registered agent; the LLC’s dissolution date, if applicable; whether it is run by managers or members; the names and addresses of all managers or managing members and the name, address and signature of each organizer. The articles may be filed online the SOS’s online filing portal, online with Silverflume or by mail.

3. Appoint a Registered Agent

To incorporate your LLC in Nevada, you must have an agent in the state for service of process. This is either an individual or a business entity that agrees to accept legal papers on behalf of the LLC if it is sued. The agent can be a Nevada resident or a business entity that is authorized to do business in the state. They must have a physical street address in the state. A list of registered agents is available on the Nevada Secretary of State’s website.

4. Prepare the Operating Agreement

Although you’re not required to prepare an operating agreement in Nevada, it is highly recommended. It doesn’t need to be filed with the Articles of Organization.

5. Publication Requirements

There are no publication requirements for LLCs in Nevada.

6. Comply with Other Regulatory and Tax Requirements

When forming an LLC in Nevada, additional requirements may apply. These include:

Business License – All businesses in Nevada must obtain a state business license from the Secretary of State, and it must be renewed yearly. The license and fee totals $200. There are exceptions to this requirement. For instance, landlords who rent out four or fewer dwellings and people who operate businesses from home and have net incomes that are no greater than 66.67 percent of the annual wage are exempt.

EIN – If the LLC has more than one member, it needs its own EIN, or Employer Identification Number. If there is only one member, an EIN is only required if it will have employees or if you elect to be taxed as a corporation instead of as a sole proprietorship. The IRS site has an EIN application, and there is no fee to complete it.

Department of Taxation – In some instances–for example, LLCs that have employees–you need to register with the Nevada Department of Taxation, or DOT, and the Nevada Employment and Security Division, or ESD.

7. File Annual List

All LLCs in Nevada must file annual reports, which are called annual lists, that list officers, directors and the registered agent. The first is due by the last day of the first month after filing the Articles of Organization. Subsequent filings are due on the last day of the month that is the anniversary of the LLC’s organization. The filing fee totals $150, and the annual list can be filed online via the Secretary of State website, via Silverflume or by mail.

8. Foreign LLCs Doing Business in Nevada

To do business in the state of Nevada, all LLCs that are organized outside of the state must register with the Nevada Secretary of State. They must also appoint a registered agent for service of process that is physically located in the state. An Application for Registration of a Foreign Limited-Liability Company must be filed by mail only, and the fee is $75.

Hire Reno Corporate Services Attorneys

If you want to incorporate in Nevada, ensure a smooth process by enlisting the help of Sutton Law Center. Call (775) 824-0300 today.

Our Checklist for Incorporating a Business

  1. business meetingWhat is an incorporated business?

An incorporated business is a means of doing business with limited liability protection and superior tax deductions. There are significant advantages to operating as an incorporated business or, as it is also known, through a corporation or LLC.

  1. What is the first step to start an incorporated business?

It is always a good idea to understand your options before starting an incorporated business. Sole proprietorships and general partnerships offer zero protection from claims. If your business is sued your personal assets are at risk. An incorporated business protects your personal assets. An incorporated business can be a corporation or, in some cases, an LLC. An incorporated business can be an LLC taxed as an S corporation. There are several choices. It is best to work with a firm to understand which incorporated business is best for you. Sutton Law Center provides this advice.

  1. How do you form an incorporated business?

Once we decide which incorporated business is best for you, we file articles with the state to gain permission to operate as an incorporated business. The difference between an incorporated business and a weaker sole proprietorship or partnerships is that the weaker choices are not chartered by the state. The charter of an incorporated business is what provides you with the limited liability protection to keep your personal assets away from risk. If someone sues your incorporated business they have a claim against your incorporated business but do not have a claim against your personal assets.

  1. What are the ongoing steps to remain an incorporated business?

To maintain limited liability protection for your incorporated business you must follow the corporate formalities. These include paying the annual fee to the state, holding meetings once a year and preparing a record of such annual meetings. An incorporated business can lose its limited liability protection by not following the corporate formalities. We will work with your incorporated business to make certain the corporate formalities are followed.

  1. What are the tax benefits of an incorporated business?

First, you have a lower IRS audit risk with an incorporated business. Sole proprietorships and general partnerships are audited (reviewed) by the IRS at a five times greater rate than an incorporated business. As well, the tax code provides numerous incentives for those who form and operate an incorporated business.

  1. What is the best state for an incorporated business?

Nevada offers superior asset protection for an incorporated business set up as a corporation. Both Nevada and Wyoming offer excellent asset protection for incorporated businesses set up as an LLC. The state you choose is an important factor in maximizing the benefits of an incorporated business.

  1. What is the next step to start an incorporated business?

The next step is to call us at 1-800-700-1430 to begin your incorporated business. Our incorporating specialists will help you form an incorporated business right away. The sooner you have an incorporated business the better protected you are into the future.

Contact Our Corporation Lawyers

For more help with understanding how to incorporate a business, please contact our corporation lawyers from Sutton Law Center at 1-800-700-1430.

Follow These Steps to Form an LLC in Wyoming

business men shaking handsIf you’ve wanted to form an LLC in Wyoming here are the key steps:

  1. Choose your Wyoming LLC name.

Under state law when you form an LLC in Wyoming the LLC name must include the abbreviations “LLC” or “L.L.C.” or the words “Limited Liability Company” or “Limited Company.”

As well, when you form an LLC in Wyoming your LLC’s name must be different from all of the other business entities already filed with the Wyoming Secretary of State. However there is some flexibility. For example, if someone already had the name “Victor Properties, LLC” you could still use the name Victor Equites, LLC.”

The staff at Sutton Law Center will help you with name availability issues when you form an LLC in Wyoming.

  1. File your Wyoming Articles of Organization.

Once you have your LLC name, the next step is to file your Articles of Organization with the Wyoming Secretary of State. Once filed and accepted you are a formal LLC under the Wyoming law. The filing fee is $100. The staff at Sutton Law Center will prepare and file the Articles of Organization for you. To form an LLC in Wyoming is not time consuming or expensive for you.

  1. Include Resident Agent Information.

When submitting your Articles of Organization you must identify a Resident (or Registered) Agent. This is your agent in Wyoming that will accept legal papers if the LLC is sued. To properly form an LLC in Wyoming you must include the name and address of a Resident Agent in Wyoming. Sutton Law Center provides this service from our office in Jackson Hole, Wyoming.

  1. Prepare an Operating Agreement.

To completely form an LLC in Wyoming it is strongly advised to prepare an Operating Agreement. This document sets forth a road map for the LLC’s operations and include the duties, obligations, rights and responsibilities of the managers and members. The Sutton Law Center will assist in drafting your Wyoming LLC Operating Agreement and preparing your meeting minutes approving the Wyoming Operating Agreement.

  1. Annual Report.

Once you have formed a Wyoming LLC you must take steps to keep it current and in good standing with the state. While this can be cumbersome and expensive in some states it is a simple process in Wyoming.

A good standing LLC formed in Wyoming must file an annual report along with a payment of $50. In order to form and maintain an LLC in Wyoming this annual payment must be made. Sutton Law Center will work with you to make sure you current and in good standing with the State of Wyoming.

Contact Us for Help Forming an LLC in Wyoming

If you’re looking into forming an LLC in Wyoming, contact our incorporation lawyers from Sutton Law Center at 775-824-0300.

Get a Free Guide on Asset Protection

request a Free 15-minconsultation

  • captcha

Sign Up for Our WeeklyNewsletter

  • captcha