To start an LLC in Nevada, filing the Articles of Organization and submitting your initial list of members are essential steps. Follow our step-by-step guide to start a Nevada LLC and take advantage of Nevada’s business-friendly environment.
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Hey there, future Nevada business owner! You’re about to embark on an exciting journey in the Silver State, and forming a Nevada LLC is a fantastic first step. Congratulations! But before you hit the open road, know that the legal paperwork can seem as mysterious as Area 51.
Don’t fret, though. We’re here like a trusty guide through the desert to walk you through forming a Nevada limited liability company (LLC). Whether you’re nestled in Las Vegas or calling Carson City home, Nevada’s unique landscape requires some navigation. We’ll make sure you’re well-versed in the local terrain.
If you’re starting an LLC in Nevada, you’re in the right place. It’s a popular choice among small business owners, and we’ve got the roadmap to make Nevada LLC formation as smooth as a drive down the scenic Great Basin Highway. This guide is packed with the steps, tools, and services you’ll need, from the glitz of the Strip to the charm of Reno.
To officially get going, you’ll need to file Articles of Organization with the Nevada Secretary of State. Think of it as setting the foundation for your business. From that point on, all correspondence from the state will come directly to your LLC. Here is the complete list of steps:
So, grab a seat and buckle up. Whether you’re launching in Lake Tahoe or expanding in Elko, we’re here to help you start your business on the right foot.
The first thing you will need when registering a Nevada limited liability company is a name. You can help ensure that you’re navigating away from names already taken by existing businesses by doing a search on name availability with the Nevada Secretary of State. For an easy-to-follow guide on how to use this search tool, take a look at our Nevada name availability guide.
Nevada requires a proper designator showcasing that your company is an LLC. The Nevada Secretary of State online business portal will prompt you to select one of the following official LLC designators:
The word “company” may also be abbreviated. The state imposes limitation statutes on certain words in names when forming an LLC in Nevada. These words include “bank,” “engineer,” “HOA,” etc. You can find the Restricted Word List on the Nevada Secretary of State website. Use the list to double-check that you’re not utilizing any restricted words within your preferred business name.
Keep in mind that your LLC name must be distinguishable from any other Nevada business. The Secretary of State’s Office offers a full list of LLC naming guidelines.
Nevada allows for the formation of a PLLC, a special type of LLC that’s organized by licensed professionals such as lawyers or medical doctors. But when you form a PLLC, you’ll have slightly different requirements, including how you name it. For the most part, you’ll follow the naming guidelines we’ve provided above when you pick a PLLC name. But you’ll need to use different designators, such as “professional limited liability company,” “chartered,” “limited,” or an abbreviation of those terms like “PLLC,” “P.L.L.C.,” “Prof. LLC.,” “Chtd.,” or “Ltd.”
Nevada law also says that your PLLC name should include the name of one or more of your members (past or present). Last but not least, you should ensure that your name abides by any naming requirements for your industry. If you’re not sure what those are, please consult your regulatory board for a full rundown of the requirements.
If you’re not planning to file your Nevada Articles of Organization immediately, you can file a name reservation request with the Nevada Secretary of State. This allows your chosen name to be held for 90 days.
Some business owners may wish to create a DBA (“doing business as”) name, also known in Nevada as a “fictitious firm name” (or “fictitious business name). Having a DBA isn’t required unless you’re operating under a name that differs from your business’s legal name, but it can be an easy way to rebrand. It’s important to remember that DBAs, once established, require renewal every five years.
Another component of choosing the right name for your LLC rests on the availability of website domains. Thinking about this before choosing a name. It can save you the headache of going through the business naming and registration process only to find out too late that there are no web domain names that incorporate your chosen business name in a meaningful or sensible way.
You can do a preliminary business name search with our name checker tool and secure the online name that will best serve your limited liability company with our domain name registration service.
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The state requires that a limited liability company appoint and maintain a registered agent (For more information, please see our what is a registered agent page) throughout the life of the business. A registered agent refers to an individual or business entity elected to receive service of process and other important legal documents and state correspondence on behalf of your LLC.
All registered agents should be residents of Nevada or entities authorized to do business in Nevada. The Nevada registered agent must have a physical address in Nevada; a P.O. box is not allowed. Business owners can utilize a registered agent service or nominate an individual within their company, including themselves.
While a business owner can be their own registered agent, this setup can be less than ideal. Registered agents have to be available to receive official documentation at the provided street address during regular business hours. This can be a problem for founders who need to travel for work.
It can also cause awkward scenarios when receiving legal paperwork like a notice of a lawsuit in front of customers. Many business owners rely on a registered agent service to help avoid situations like these.
At ZenBusiness, you can take advantage of our Nevada registered agent service, and one of our in-state partners can meet these requirements for you. We make formation of your LLC a breeze from start to finish.
Forming an LLC in Nevada requires the submission of the Articles of Organization to the Nevada Secretary of State. This is the government document that makes your business legal and recognized in the eyes of the state. You can submit Nevada Articles of Organization online or by mail.
Within this filing should be the following:
Nevada mandates that you state whether your LLC will be member-managed or manager-managed. This delineates between companies that will be run by owners (members) and those run by a manager or managers appointed by the members.
Finally, don’t forget to attach any additional statements or documents required to complete your submission. For example, if you plan to have more than three managers or managing members, you’ll need to attach an additional page to your Articles of Organization.
Additionally, any registered agent you select must sign your Articles of Organization form to accept the appointment. However, suppose your registered agent isn’t present to sign your Articles of Organization form. In that case, they may submit a Certificate of Acceptance of Appointment by Registered Agent form separately from the Articles of Organization.
Filing your Articles of Organization is an important step in the LLC process in Nevada because, once approved, it makes your business legal in the eyes of the state.
If you’re forming a PLLC in Nevada, you’ll actually use the same version of the Articles of Organization as a standard LLC, but there are some important differences. The main difference is that you’ll fill out some additional sections while filing, providing information about the services you’ll provide. You’ll need to list the names and addresses of the original manager or members. Importantly, you’ll also need to attach a certificate from the regulating board of the profession to be practiced showing that each of the members and managers is licensed to practice that profession. Each organizer of the PLLC must be a licensed professional.
Additionally, please note that Nevada does not allow PLLCs to file their Articles online at this time. You’ll need to file by mail using a paper form.
One important thing to remember is that all LLCs in Nevada must file an initial list of their members. The form you must file is called an “Initial/Annual List of Managers or Managing Members and State Business License Application.” This list includes officers, directors, and registered agents and functions as your first annual report.
The initial list must be submitted on or before the last day of the first month after your Articles of Organization were filed. The initial list also functions as a business license application for the state, which is also required, so you can kill two birds with one stone. The filing fee for this is $150.
We can submit your Nevada initial list for you, making it easier to receive your first annual report and Nevada state business license. All domestic and foreign LLC business structures are required to file an initial list of members in Nevada.
Filing official documents like Articles of Organization with the Nevada Secretary of State can be intimidating for many people, but we’re here to help. With our business formation plans, our professionals handle the filing for you to make sure your LLC formation is done correctly the first time.
If you have us handle filing your LLC’s Articles of Organization, once the Nevada Secretary of State approves your LLC, your paperwork will be available from your ZenBusiness dashboard, where you can keep it and other important paperwork digitally organized.
Another way we can help you organize your LLC’s affairs is through our business kits. Once you get your physical paperwork back from the state approving your LLC, you’ll want to keep it in a safe location along with your other important documents, such as your operating agreement, member certificates, contracts, compliance checklists, transfer ledger, etc. Our customized kits are a perfect way to keep your LLC’s formation documents organized and professional.
Another vital step in the creation of an LLC in Nevada is creating an operating agreement. This step is not technically required by Nevada law, but it’s an extremely important document to have. An LLC operating agreement is a document that outlines the rules and procedures for running your business.
A Nevada operating agreement can help you protect your business assets, assign proper ownership of various components of the business, and plan out a course of action if one of the LLC owners leaves or dies. Otherwise, your LLC defaults to state law, which might not suit your needs best.
You don’t have to file this document with the Secretary of State for it to be binding and valid, but it needs to be signed by all your members.
If you’re unsure as to how to start creating an operating agreement for your LLC, then check out our operating agreement template.
If your LLC will have more than one member or if you plan to hire employees, your business will be required to obtain an IRS Employer Identification Number (EIN). Most banks also require an EIN to start a business bank account. This number identifies your business to the Internal Revenue Service (IRS) in much the way that a Social Security number identifies an individual.
Obtaining an EIN for your company requires applying on the IRS website. If you don’t want to deal with this or don’t know how to, we can get it for you. Our EIN service is quick and eliminates the hassle.
Once you’ve secured an EIN, you’ll be able to open a business bank account. Having separate accounts for your business and your personal banking is critical for taxes, but can also reduce personal liability. Commingling business and personal funds is not a good idea. It can not only make your taxes more difficult but could also be used against you if someone sues you to try to “pierce the corporate veil.”
If you need a business bank account, we offer a discounted bank account for new businesses. This allows for unlimited transactions, online banking, a debit card, and more. When you want to authorize others in your business to use the account, use our banking resolution template.
For further help organizing your new business’s finances, take a look at ZenBusiness Money. It can help you create invoices, receive payments, transfer money, and manage clients all in one place.
In the beginning of 2024, the terms of the Corporate Transparency Act came into effect. The act introduces a new requirement for LLCs and other small businesses: filing a beneficial ownership information report. The act aims to reduce money laundering and corporate fraud by making it harder for businesses to hide illicit activities behind shell corporations.
To do that, the act requires all reporting companies to disclose information about their beneficial owners. A beneficial owner of an LLC is anyone who exerts substantial control over the LLC, gets notable economic benefit from it, or holds 25% or more of the business’s ownership interest. For each beneficial owner, you’ll be expected to provide their name, address, and identifying documents.
You’ll submit your completed form online or via PDF upload to the Financial Crimes Enforcement Network, or FinCEN. It’s free to submit. If you started your LLC in 2024, you’ll be expected to file the BOI report within 90 days of Nevada approving your Articles of Organization. If you started prior to 2024, your report is due by January 1, 2025. LLCs created on or after January 1, 2025, will need to file within 30 days of their LLC’s approval. You can find more information about this process on FinCEN’s website.Need assistance? Our BOI report filing service can tackle this task for you.
Maintaining your LLC is essential to ensure its legal compliance and good standing in the state. Here are some key steps to keep your Nevada LLC in good standing:
Annual Reports: Nevada requires LLCs to file an annual report with the Secretary of State. The annual report provides updated information about your LLC, including the names and addresses of members or managers. It’s crucial to file this report by the due date to avoid penalties and maintain active status. The due date for the annual report is the last day of the anniversary month of your LLC’s formation.
Registered Agent: Your Nevada LLC must have a registered agent with a physical street address in the state. The registered agent is responsible for receiving legal documents and official correspondence on behalf of your LLC. Ensure that your registered agent’s information is up to date and accurate. If you change your registered agent, you must promptly update this information with the Secretary of State to avoid complications.
Business Licenses and Permits: Depending on your business activities, you may need various state and local licenses and permits to operate legally in Nevada. Ensure that you obtain and renew any required licenses or permits to avoid disruptions in your business operations.
Maintain Records: Keep accurate records of your LLC’s financial transactions, including income, expenses, and financial statements. Good record-keeping is essential for tax compliance and financial transparency.
Taxes: Comply with all state and federal tax obligations. Pay any required state and federal taxes, including income taxes and employment taxes, on time. Consult with a tax professional to ensure proper tax planning and compliance.
Renewals and Amendments: Keep track of important dates, such as the renewal date for your business licenses and the expiration date for your LLC’s Articles of Organization. File any necessary amendments if your LLC undergoes significant changes, such as a change in management or business structure.
Compliance with State Laws: Stay informed about any changes in Nevada LLC laws and regulations. Comply with all legal requirements to ensure that your LLC remains in good standing.
By following these steps and staying proactive in maintaining your LLC, you can help ensure its continued legal compliance and operational success. Consulting with legal and financial professionals can provide valuable guidance and assistance in navigating the intricacies of LLC maintenance in Nevada.
Besides benefits common for all LLCs, such as personal asset protection, tax advantages, and liability protection, there are a host of positive points that come out of forming an LLC in Nevada. When you begin considering the details that will go into the formation of your company, it’s a good idea to understand the specific LLC benefits that will come just from setting up your business entity in Nevada.
The benefits of forming a Nevada LLC include:
Nevada’s digital operating agreement system is another hidden gem of starting your LLC there. The Nevada Secretary of State has become part of cutting-edge legislation that aims to completely take business formation into the digital realm, with all itinerant protections and governance.
Nevada offers several types of LLCs to cater to various business needs. Here are the different types of LLCs available in Nevada:
Domestic LLC: This is the standard LLC type for businesses formed within Nevada’s borders. Domestic LLCs are suitable for most businesses, providing limited liability protection to members while allowing flexibility in management and taxation.
Foreign LLC: If your LLC was originally formed in another state but wants to operate in Nevada, you’ll need to register as a foreign LLC. This allows out-of-state businesses to expand their operations into Nevada without forming a new domestic LLC.
Manager-Managed LLC: In this type of LLC, management responsibilities are vested in one or more appointed managers, who may or may not be members. Manager-managed LLCs are beneficial when some members don’t want to be involved in the day-to-day operations.
Member-Managed LLC: In a member-managed LLC, all members actively participate in managing the business. This structure is suitable for small businesses where all members want a say in the company’s operations.
Nevada Series LLC: Nevada allows for the formation of Series LLCs, which can have multiple series or divisions within the same LLC. Each series can have its own assets, liabilities, and members, offering enhanced asset protection and management flexibility.
Professional LLC (PLLC): Professionals in licensed fields, such as doctors, lawyers, and architects, can form a professional limited liability company (PLLC) in Nevada. PLLCs provide these professionals with liability protection while allowing them to offer their licensed services. It’s important to note that, like an ordinary LLC, a PLLC doesn’t protect members from individual malpractice lawsuits; however, it does protect members from malpractice suits against other members.
Restricted LLC: A Restricted LLC is a unique option in Nevada designed to give its members favorable tax treatment by not allowing distributions for the first 10 years of the LLC’s existence. This type of LLC is especially complex, so seek a qualified accountant for more information about whether it’s right for you.
Single-Member LLC: Like other states, Nevada allows for the formation of single-member LLCs, which are owned by a single individual or entity. SMLLCs provide limited liability protection while maintaining simplicity in management and taxation.
Multi-Member LLC: This refers to an LLC owned by more than one member.
Choosing the right type of LLC in Nevada depends on factors such as your business structure, management preferences, and the nature of your operations. Each type of LLC has its own advantages and considerations, so it’s crucial to consult with legal and financial professionals to determine which LLC structure best suits your specific business needs and goals.
Understanding and adhering to the business licensing requirements in Nevada is a critical step for your LLC. This guide provides a streamlined overview of the necessary state and local licensing requirements.
In Nevada, every LLC is required to obtain a State Business License issued by the Nevada Secretary of State. The process for application and annual renewal of this license can be managed through the SilverFlume portal, Nevada’s online business service. Be aware that there are annual fees associated with this license, and the most up-to-date fee structure can be found on the Nevada Secretary of State’s website.
Licensing requirements at the local level vary depending on the city or county where your business is located. For example, businesses operating in Las Vegas must also secure a Las Vegas Business License in addition to the state license. Additionally, depending on your business type, there might be industry-specific licenses required, obtainable through respective state boards or local government offices.
Your LLC may also need to consider special permits or comply with specific zoning laws based on its location and type of business activities. It’s advisable to consult with local authorities to determine if special operational permits are needed. Furthermore, ensuring that your business location is in compliance with local zoning regulations is crucial, information on which can be accessed through your city or county zoning office.
By following these guidelines, your LLC can meet all legal and regulatory requirements, paving the way for a successful business operation in the state.
Ready to get started? We can help walk you through the steps of creating an LLC and then provide resources to help your company grow. We’re proud to support small businesses through a variety of different tools and services.
Whether you need registered agent services or are looking to register a domain, our goal is to help you stay on the road to success. Check out our services, and contact us today to see how we can help you grow your company.
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Besides benefits common for all LLCs, such as personal asset protection, tax advantages, and liability protection, there are a host of positive points that come out of forming an LLC in Nevada. When you begin considering the details that will go into the formation of your company, it’s a good idea to understand the specific LLC benefits that will come just from setting up your business entity in Nevada. The benefits of forming a Nevada LLC include:
There is a wide variety of business taxes that your LLC will need to pay. One of the great selling points of forming an LLC in Nevada is the favorable tax structure offered by the state.
By default, LLCs are treated as “pass-through” entities for the purposes of paying federal taxes on income, meaning that individual LLC members are responsible for paying federal income taxes on their portion of the LLC’s distributions. This is unlike most corporations, in which profits are taxed twice, first at the business level and again at the individual shareholder level.
While single-member LLCs default to a sole proprietorship designation and multi-member LLCs to a partnership designation, LLCs can also file paperwork and elect to be taxed as a corporation. The reason for doing so usually has to do with the particular business and location, as sometimes a corporate tax structure actually benefits an LLC.
There is also no personal income tax and no corporate income tax in the state. This means that, even if you have set your LLC up to be taxed as a corporation, no state income taxes will be due. It also means that LLC members typically owe no state tax on any income they make from their LLC.
Your tax ID number will determine what federal employment taxes your LLC will owe to the IRS. Some Nevada employers will owe Nevada business taxes on top of the federal employment taxes. Nevada participates in a “modified business tax” (MBT) structure that is paid directly to the Nevada Department of Taxation (DOT) quarterly based on payroll. Within any calendar quarter that your LLC pays over a certain amount in taxable wages, your corporation will owe the MBT tax.
Will your LLC be selling goods to customers in Nevada? If so, sales tax will be due. You can register online with the Nevada DOT or download the paper form to mail. Once you have successfully registered, each business location owned where your LLC’s goods are sold will receive a sales tax permit. The DOT will exact a “combined sales and use tax” periodically throughout the calendar year, and this tax can be paid online through the DOT system.
One other type of Nevada LLC tax to consider is the commerce tax. This is a tax placed on the privilege of doing business within the state of Nevada and applies to any LLC whose gross annual taxable revenue exceeds a certain amount. If your LLC owes a commerce tax, it will be paid directly to the Nevada DOT.
Most filings are available via Nevada’s online business portal, SilverFlume, and will be processed the same day they are filed for no additional charge. You do have the option to pay more for expedited processing.
The amount you spend on LLC formation in Nevada depends on your specific circumstances. For basic formation, you can expect to spend from $436 to $200, depending on whether you need expedited filing services or want to register your LLC name ahead of time. Nevada’s website has complete forms and fees schedule to give you a full rundown of what filing each form costs.
An operating agreement is not considered part of the mandatory paperwork necessary for forming an LLC. However, there are various benefits to having an operating agreement. It’s the only written proof binding the members of your LLC to agreed-upon rules and regulations regarding the operation of your business. Other benefits are that it further separates your personal assets from those of the business and it clarifies verbal agreements.
Nevada LLCs can be formed under several possible tax structures. Many new business owners opt to set up under the default status because this allows profits to pass through the LLC directly to the members without first being taxed at the business level. Under a structure like this, you would only pay income taxes on your own personal tax return. Nevada is one of several states that does not currently levy a personal income tax, so this is beneficial.
You can also elect to be taxed either as a What is a C corporation? (the default form of corporation) or an S corporation (please see our What is an S Corp? page). Both could have tax benefits depending on your situation, but it’s best to consult a tax professional for guidance.
Read here for more on Nevada corporations.
From a state business license to industry-specific licenses and permits, you may need several different types of licenses. For example, all entities conducting commercial business in Nevada will need to obtain a state business license. Depending on your business, different professional licenses might be required by both the city and county where you do business. There’s also federal licensing to consider.
Special permit requirements are in place for businesses working in medical supply or practice, health care, cosmetology, liquor sales, and gaming. Check jurisdictional requirements in your area to learn the specifics of what your LLC will need in terms of licensing.
You’ll need to make sure your LLC has all the licenses and permits it’s required to have by Nevada law. Unfortunately, because licensing varies by industry and location and can occur on the federal, state, and local levels, there’s no central place to check to see if you have all the licenses and permits you need. You’ll have to do some research.
If you don’t have the time or inclination to do all this research, or if you just want the peace of mind to know that your business has all the licenses and permits it’s legally required to have, our business license report service can do the work for you.
It’s important to establish and consider dissolution before you start the dissolution process. Additionally, before starting the dissolution process, the members of an LLC should vote to dissolve it. For the subsequent steps on how to dissolve your Nevada LLC, please refer to our Nevada business dissolution guide.
The steps to create a PLLC in Nevada are largely the same as the steps to create a standard LLC. One of the important differences is that a PLLC needs to attach a certificate from the regulating board of the profession to be practiced showing that each of the members and managers is licensed to practice that profession. Each organizer of the PLLC must be a licensed professional.
PLLCs are used for registered, licensed, or otherwise legally authorized professionals in the state of Nevada. In fact, a professional license is required for one. But the benefits of the LLC structure, including liability protection, flexible management, and so on, are also present in a PLLC.
All LLCs organized outside the state must register with the Nevada Secretary of State and appoint a registered agent service that’s located in the state of Nevada.
Instead of registering a new LLC, you’ll need to file for a Certificate of Authority with the Nevada Secretary of State in order to form a foreign LLC. Once you obtain the Certificate, your foreign LLC is authorized to conduct business in Nevada.
A Nevada PLLC can only provide one kind of professional service unless the services are related and in certain combinations.
Nevada doesn’t have a personal or corporate income tax. This means most Nevada PLLCs won’t pay state income taxes, and members won’t pay state income tax on income they earn from the PLLC. If your Nevada PLLC plans to sell goods to customers in Nevada, you’ll need to collect and pay sales tax. You’ll also have to pay a quarterly payroll tax if your PLLC has employees.
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
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Written by Team ZenBusiness
ZenBusiness has helped people start, run, and grow over 700,000 dream companies. The editorial team at ZenBusiness has over 20 years of collective small business publishing experience and is composed of business formation experts who are dedicated to empowering and educating entrepreneurs about owning a company.
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