How to Create an LLC in Nebraska

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How to Form an LLC in Nebraska:
6 Simple Steps to Get Started
According to the IRS, each state may use different regulations around forming an LLC, and you should check with your state if you’re interested in starting a Limited Liability Company. To simplify the process of forming an LLC in the state of Nebraska, we’ve put together a step-by-step guide to detail each step of the process and answer any questions you may have.

Step 1
Name Your Nebraska LLC

Your first consideration when choosing a name for your LLC is that it be unique from any other business in the state of Nebraska. You can quickly and easily do a name check on the Nebraska Secretary of State website business name database to verify the business name you want is available. You can reserve a name for 120 days by filing an Application for Reservation of Limited Liability Company Name. The fee is $15.

In order to comply with Nebraska state law, your company’s name must end with the term “Limited Liability Company” or the abbreviations “LLC” or “L.L.C.” You must avoid any wording in your business’s name that states or implies that the business is organized for a purpose different than what’s stated in the articles of organization.

Step 2
Appoint a Registered Agent in Nebraska

The state of Nebraska requires that any LLC have a registered agent for service of process. This means your LLC must have an entity that agrees to physically accept any legal papers on the company’s behalf should it be sued. This entity does not have to be an individual person. The registered agent can be any resident of the state of Nebraska or a business entity authorized to do business in Nebraska so long as the agent has a physical street address within the state.

Step 3
File Nebraska Certificate of Organization
To officially form your LLC in the state of Nebraska, you’ll need to create a Certificate of Organization (there is no state-approved form) and file it with the Nebraska Secretary of State. For a $100 fee (plus $5 for each additional page beyond the first one), this can be done online by uploading a pdf file of your Certificate of Organization or by mail. The document you create must include the following information:
  1. The final name and address of your LLC
  2. The name and address of the company’s registered agent
  3. Professional services rendered (if applicable)*
*Must provide the names of members or managers that are licensed to perform services

Step 4
Create an Operating Agreement

You may want to consider preparing an operating agreement to outline the ownership and operating procedures for your LLC.

Though not required by the state, an operating agreement will set the guidelines for running your company. This does not need to be filed with the state, but it can go a long way toward ensuring your company’s success.

Step 5
Apply for an EIN and Review Tax Requirements

An IRS Employer Identification Number (EIN) is required of your LLC unless it is a single-member LLC with no employees. Obtaining an EIN is as easy as completing the application on the IRS website.

It’s possible your company will need to register with the Nebraska Department of Revenue (DOR). Whether or not your company needs to follow this step will depend on the exact types of taxes it will be collecting and/or has been collecting from the state and whether it has employees. You can register online at the Nebraska DOR website.

If your LLC will be selling a physical product, you’ll need to register for a sellers permit through the Nebraska Tax Center website. This will allow you to collect sales tax on taxable sales. Additionally, if you have employees, you’ll need to register for Unemployment Insurance Tax through the Nebraska Department of Labor website and also register for Employee Withholding Tax through the Nebraska Department of Revenue.

Step 6
Meet the Nebraska Publication Requirement

Nebraska is one of the few states requiring you to publish a notice of organization of your LLC. This must be published in a local newspaper for three consecutive weeks after you file your Certificate of Organization with the state. The specifics of the publication requirements are listed here (NE Code § 21-193), and the full list of information you’ll need to include can be found here (NE Code § 21-117).

Other Considerations
Foreign LLCs and Business Licenses
Foreign LLCs

If your company is a foreign LLC, also referred to as an out-of-state LLC, wanting to do business in the state of Nebraska, you’ll need to follow all the steps outlined above with a few minor differences.

You will need to file a Certificate of Authority of Foreign Limited Liability with the Nebraska Secretary of State as well as a Certificate of Good Standing (also referred to as a Certificate of Existence in some states) from your LLC’s domestic or home state. The filing fee is the same: $120.

Business Licenses

Some industries will require you to secure federal, state, and/or local licenses to legally operate in the state of Nebraska.

You can get federal licenses and perform a Nebraska license and permit search to find what’s required for your business. Nebraska doesn’t have a state-level business license, but some cities and counties do.

Do some careful research to find out what licenses and permits you need or hire a professional service to do it for you.

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