Your first consideration when choosing a name for your LLC is that it be unique from any other business in the state of Ohio. You can quickly and easily check your company’s potential name options at the Ohio Secretary of State business name database. For a $39 fee you can also reserve a company name for 180 days. To do so, you’ll need to submit the Name Reservation Form (form 534-B) by mail only.
In order to comply with Ohio state law, your company’s name must end with the words “Limited Liability Company” or the abbreviations “LLC” or “L.L.C.” You can also abbreviate “Limited” as “Ltd.” and “Company” as “Co.” Ohio prohibits using any profanity in your LLC name as well as words considered to be slurs against an ethnic group, heredity, gender, or religion. You must also avoid words implying that your LLC is a government agency or is affiliated with one. Words associated with certain institutions (such as banks) will require additional paperwork to use in your business name.
The state of Ohio requires that any LLC have a statutory agent (more commonly called 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.
The statutory agent does not have to be an individual person and can be any resident of the state of Ohio or a business entity authorized to do business in Ohio so long as the agent has a physical street address within the state. A P.O. box can be used as an address so long as the application includes an additional check stating that the owner of the box is a state resident.
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 to ensuring your company’s success.
An IRS Employer Identification Number (EIN) is required for 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 Ohio Department of Taxation. 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. You can register online through the Ohio Business Gateway on the ODOT website.
If your LLC will be selling a physical product, you’ll need to register for a sellers permit through the Ohio Business Gateway 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 Ohio Department of Job and Family Services and also register for Employee Withholding Tax through the Ohio Business Gateway.
If yours is a foreign LLC, also referred to as an out-of-state LLC, wanting to do business in the state of Ohio, you’ll need to follow all the aforementioned steps.
The main difference is that the form required to make your LLC legal to operate is referred to as a Registration of a Foreign Limited Liability Company (form 533B). You can file paperwork by postal mail only, and the filing fee is $99.
Additionally, you’ll need to supply a certificate of good standing from your home state dated no more than 60 days prior to filing.
The location of and specific type of business you are creating can potentially require additional federal, state-authorized, and/or local business licenses. You can obtain federal licenses and perform an Ohio license and permit search to determine the appropriate licensing for your business.
Since business licenses and permits are issued at all levels of government—federal, state, and local—and for many reasons (health, building, signage, etc.), you should do careful research to find out what licenses and permits you need. You can also hire a professional service to do it for you.