How to Create an LLC in New Mexico

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How to Form an LLC in New Mexico:
5 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 New Mexico, 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 New Mexico LLC

Your first consideration when choosing a name for your LLC is that it be unique from any other business in the state of New Mexico. You can quickly and easily do a name check on the New Mexico Secretary of State website business name database to verify the business name you want is available. For a $20 fee, you can reserve a name for 120 days by filing the Reservation of Limited Liability Company Name form by mail.

In order to comply with New Mexico state law, your company’s name must end with some form of the term “Limited Liability Company.” This can appear in several different formats from the whole phrase written out to one of the following abbreviated forms: “Limited Company,” “LLC,” “L.L.C.,” “LC,” or “L.C.” You can also choose to use abbreviations for the words “Limited” and “Company” as “Ltd.” or “Co.” respectively.

Step 2
Appoint a Registered Agent in New Mexico

The state of New Mexico 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 New Mexico or a business entity authorized to do business in New Mexico so long as the agent has a physical street address within the state.

Step 3
File New Mexico Articles of Organization
To officially create your LLC in the state of New Mexico, you’ll need to complete the Articles of Organization paperwork and file them with the New Mexico Secretary of State. For a $50 fee, this can be done online or by mail. To complete this form, you will need to know the following:
  1. The final name, address, phone number, and email address of your LLC
  2. The name and address of the company’s registered agent
  3. Whether the LLC will have a manager or just one member
  4. The period of duration for the LLC (if it’s not perpetual)
  5. New Mexico requires something called a North American Industry Classification System (NAICS) code. It’s a 6-digit code given to a business based on the type of trade it engages in. To find out what the NAICS code is for your LLC, do a keyword search at this website.
  6. A signed Statement of Acceptance of Appointment by Designated Registered Agent form (attached to Articles)

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 may be the most important document for your LLC. This is especially true in New Mexico because the state doesn’t require you to list the LLC members or managers in the Articles of Organization, so there’s no public record of them or their membership interests and contributions to the LLC. New Mexico does have excellent asset protection laws for LLCs, but they’re not much good to you if your assets aren’t recorded in your operating agreement.

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.

If you will be running a multi-member LLC, you will need to file the New Mexico Income and Information Return for Pass-Through Entities (PTE) form with the state before your federal tax return is due. You can visit the New Mexico Taxation & Revenue website for more information. This requirement does not apply to single-member LLCs, which are treated as sole proprietorships for tax purposes.

New Mexico LLCs are required to register with the New Mexico Taxation and Revenue Department and obtain a Combined Reporting System (CRS) identification number. This can be done online or on paper using form ACD-31015 (Application for Business Tax Identification Number) with any local tax office.

If you have employees, you’ll need to register for Unemployment Insurance Tax through the New Mexico Department of Workforce Solutions and also register for Employee Withholding Tax through the New Mexico Department of Taxation and Revenue website.

New Mexico has a Gross Receipts Tax, which most businesses will have to register for and is similar to a sales tax. If your LLC is selling a physical product, you’ll have to register for a sellers permit via the New Mexico Taxation and Revenue website. Finally, if your LLC is taxed as a corporation, you’ll have to pay New Mexico’s corporate franchise tax, a flat annual $50 fee for the privilege of doing business in the state.

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 New Mexico, you’ll need to follow all the steps outlined above with a few minor differences.

You will need to file by mail a Foreign Limited Liability Company Application for Registration with the New Mexico Secretary of State as well as a Certificate of Good Standing/Existence from your LLC’s domestic or home state. The filing fee is $100.

Business Licenses

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

You can get federal licenses and visit New Mexico’s page for licensing and permitting to help you find the right licenses for your business. New Mexico doesn’t require a business license on the state level, 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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