If you are considering starting your own Nevada business, congratulations! But, we know that the legal paperwork that goes with registering your small business can also lead to concerns and hesitation. Don’t worry, we’re here to help. For most new companies, forming a Nevada limited liability company (LLC) is a great way to start.
At ZenBusiness, we specialize in making the complex simple when it comes to LLC formation. This guide will outline the steps to form a Nevada LLC, and how our products, tools, and services can help you start your business off on the right foot.
To form an LLC in Nevada officially, you’ll need to file Articles of Organization with the Nevada Secretary of State. This act establishes your business entity in the eyes of the state and sets up a public record of your forthcoming business. All correspondence from the state will come to you through the LLC at that point.
Step 1: Name Your Nevada LLC
The first thing you are going to need when registering a Nevada LLC is a name.
You can make sure that you are navigating away from names already taken by doing a quick 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 online business portal for the Nevada Secretary of State will prompt you to select one of the following official LLC designators:
- Limited Liability Company
- Limited Company
The word “company” may also be abbreviated. The state imposes limitation statutes on certain words in names when forming an LLC in Nevada, such as “bank,” “engineer,” and “HOA,” so you will need to double-check that you are not utilizing any restricted words within the name that you end up choosing for your business.
If you are not planning to file your Articles of Organization immediately, you can file a name reservation request that allows your chosen name to be held for 90 days. We can reserve your business name on your behalf until you are ready to begin the formation process.
Some business owners may wish to create a DBA (“doing business as”) name, also known in Nevada as a “fictitious firm name.” Having a DBA is not required, but if your official LLC name doesn’t reflect the nature of your business, it can be an easy way to rebrand. Also, we can file a Nevada DBA for you! It is important to remember that DBAs, once established, require renewal every five years.
Another component of choosing the right name for your business rests on the availability of website domains. Thinking about this before registering saves 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.
Step 2: Appoint a Registered Agent in Nevada
The state requires that an LLC appoint and maintain a registered agent 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 on behalf of your business.
It is required that all registered agents be a resident of Nevada or an entity authorized to do business in Nevada. The 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 his or her own registered agent, this setup is not ideal. Registered agents have to be available to receive official documentation at the provided street address during regular business hours, and 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 service of process or tax information in front of customers.
At ZenBusiness, you can take advantage of our registered agent services, and one of our in-state partners can meet these requirements for you.
Step 3: File Nevada Articles of Organization
Forming an LLC in Nevada requires the submission of the Articles of Organization to the 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 your LLC’s chosen name, the name and address of the registered agent you have selected, the date you plan to start (if not immediately), and the state filing fee. Also, 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.
Filing official government documents like this can be intimidating and/or complicated for many people, which is why we’re here. With our business formation plans, our professionals handle the filing for you to make sure it’s done quickly and correctly the first time. If you have us handle filing your Articles of Organization, once the 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 new 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 documents organized and professional.
Finally, consider a virtual business address. If you’re running your business from home, it can be unsettling for some business owners to give out their address to anyone who asks. In instances where you’re not required to give the registered agent address or official principal address for your business, a virtual business address will give you a physical street address where you can have your mail sent without divulging your real address to more people than necessary.
Step 4: Create an Operating Agreement
Another vital step in the creation of an LLC in Nevada is not technically required by law. An operating agreement is a document that outlines the rules and procedures for running your business. An 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 a member leaves or dies. Otherwise, your LLC defaults to state law, which might not suit your needs best.
You do not have to file this document with the Nevada Secretary of State for it to be binding and valid. The creation of a comprehensive operating agreement that adequately reflects the expected standards of your LLC is where hiring an LLC service like ZenBusiness can save you time and stress. If you’re unsure as to how to start creating an operating agreement for your Nevada LLC, we offer a customizable template to help get you started.
Step 5: Apply for an EIN
Unless you plan to form a Nevada LLC with just one member and no employees, your business will be required to obtain an IRS Employer Identification Number (EIN). This number identifies your business to the IRS in much the way that a Social Security number identifies an individual. Obtaining an EIN for your company just 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 can not only make your taxes more difficult but could also be used against you if someone sues you.
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, we offer a banking resolution template to simplify the process. For further help managing your new business’s finances, take a look at the ZenBusiness Money App. It can help you create invoices, receive payments, transfer money, and manage clients all in one place.
What are the benefits of an LLC in Nevada?
There are a host of positive points that come out of forming an LLC in Nevada, and LLCs represent one of the more popular business types among entrepreneurs. When you begin considering the details that will go into the formation of your company, it is a good idea to understand the specific benefits that will come just from being in the state of Nevada.
The benefits of forming a Nevada LLC include:
- No corporate income tax, franchise tax, or taxes on corporate shares
- No personal income tax
- No inheritance or gift tax
- No franchise tax on income
- No unitary tax or estate tax
- Very low annual fees
- Sales and property taxes are competitively low
- Nominal employer payroll tax of 0.7% of gross wages with deductions for employer-paid health insurance
- Commercial litigation risk is low, as the Nevada Business Court offers active judicial participation in settlements, early and responsible case management, hearing priority given to offset business disruption, and high predictability of commercial legal decisions
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.
How is a Nevada LLC taxed?
There is a wide variety of business taxes that your Nevada 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.
While most other states regard LLCs as “pass-through” entities for the purposes of paying federal income taxes, meaning that individual LLC members are responsible for paying federal income taxes on their portion of the LLC’s distributions. 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 Nevada LLC.
Your tax ID number will determine what federal employment taxes your LLC will owe to the IRS. Some Nevada employers will owe state 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 Nevada 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.
Nevada LLC FAQs
What is the processing time to form my Nevada LLC?
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.
Do I need to file my operating agreement with the state of Nevada?
An operating agreement is not considered part of the mandatory paperwork necessary for forming an LLC.
What tax structure should I choose for my Nevada LLC?
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. Under a structure like this, you would only pay income taxes on your own personal tax return. Nevada is one of seven states that does not currently levy a personal income tax, so this is beneficial.
Which licenses and insurance are required for an LLC in Nevada?
You’ll need to make sure your LLC has all the licenses and permits it’s required to have by 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.