Kicking off a North Dakota LLC might feel akin to predicting the state’s ever-changing weather. One moment it’s a calm day, and before you know it, you’re in the midst of a prairie whirlwind. But just like the vast North Dakota skies, there’s ample room for businesses to rise and shine, reminiscent of the state’s iconic sunflowers.
While this guide is your map to navigate the complexities of forming a business, ZenBusiness is your trusty co-pilot. We’re not just here to help you start your LLC; we offer services that cater to every stage of your business’s journey, from inception to expansion. Think of us as your business’s all-weather coat, ready for any North Dakota season.
In order to start an LLC in North Dakota, you’ll need to register the business with the state government. This is an important step — the government must officially recognize your North Dakota limited liability company as legitimate for your company to begin operating. This also helps the state of North Dakota keep you informed about changes to important business laws and procedures.
You’ll also have some other tasks to complete. This includes choosing an official name for your LLC, selecting your company’s registered agent, creating an operating agreement to mandate how your LLC will operate, and setting your LLC up to pay taxes.
We understand that these steps can feel complicated, so we’ll take a close look at each one to help you make better decisions while forming your North Dakota limited liability company.
Before we delve deep, it’s essential to note that this guide is tailored for those wishing to sow the seeds of a domestic LLC in the Peace Garden State. If you’re migrating a business from outside North Dakota (a.k.a. a foreign LLC) or a professional LLC (PLLC), you’ll need a different guide.
Follow the five steps below, and your North Dakota LLC will be blooming in no time.
Select a name for your business. The first thing you’ll need to do when setting up your LLC is deciding on your company’s name. Since your name will likely be the first thing prospective clients see or hear about your LLC, it’s important to choose a name that fits your brand, message, and/or service. You also want to make sure your LLC name follows all North Dakota state regulations.
We recommend making a shortlist of names that all LLC members can agree on. Once you have your list, you’ll want to run a search to ensure no other company is already registered with that name. North Dakota requires all companies to have unique names, so if one of your options is already taken, move on to the next.
To check your name, follow the instructions on our North Dakota business name search page.
Once you choose a name that’s available, you’ll need to add an LLC designator to its end. This designator is essentially a suffix indicating that your company is an LLC. In North Dakota, you can choose from “Limited Liability Company,” “LLC,” or “L.L.C.” For a full list of naming requirements, see Section 10-32.1-11 of the North Dakota Uniform Limited Liability Company Act.
The North Dakota Secretary of State doesn’t check for trademarks when you submit your LLC paperwork. To make sure you’re entirely in the clear with your business name, visit the United States Patent and Trademark Office website to see whether your name or logo is federally trademarked.
Trademarks can also happen at the state level. To find out if your desired business name is already trademarked and/or apply for a trademark of your own, go to the North Dakota Secretary of State website page for trademarks.
We also recommend doing extensive internet searches for your desired business name, including checking domain names, social media sites, and online phone directories.
When you’re coming up with a name, it’s wise to consider whether you can secure a matching domain name so that your future website can be easily found online. We have a tool to help you do a preliminary domain name search, and our domain name registration service can help you secure the online name that will best serve your company.
If you find a name you like but aren’t yet ready to file your Articles of Organization, North Dakota allows you to reserve a name by submitting a Reserve Name Application form and paying a fee. The reservation is good for one year.
Lastly, if you decide to market your company with any name other than your official LLC name, you’ll need to secure a DBA (“doing business as”) name. A DBA is called a trade name in North Dakota. You can file a trade name online via the FirstStop government portal. There’s a fee involved for filing.
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Designate a registered agent. In North Dakota, you must assign a registered agent to your LLC. A registered agent is a party that receives legal notices (such as subpoenas) and certain official documentation from the North Dakota Secretary of State’s office on your behalf and forwards it to you and the other LLC members (owners).
When selecting a registered agent in North Dakota, the agent must have an office address in the state (P.O. boxes are not permitted) and be available during normal business hours (9 a.m. to 5 p.m. local time, Monday through Friday). The agent must be a resident of North Dakota or a corporation or LLC with a business address in the state.
You can choose to serve as your own registered agent, but there are a few downfalls to this, such as running the risk of being served embarrassing paperwork (like a service of process) in front of clients. Being your own agent also ties you down to the office all day.
For this reason, many business owners in North Dakota decide to work with an outside business entity like a registered agent service that can receive this paperwork discreetly and pass it along at a convenient time for both parties.
Partnering with a professional service like our registered agent service in North Dakota is affordable and helps ensure that you meet North Dakota’s registered agent requirement.
Complete your LLC paperwork for the state. Now you’re ready to file your North Dakota LLC with the state by submitting Articles of Organization.
Filing official government documents like this can be daunting for some 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. But, although we can handle this for you, we’ll show you how the process works below.
To file the Articles of Organization online, log in via FirstStop. You can access this form via your FirstStop portal and submit it online or print it and mail it to the state office. You must also pay a filing fee of $135.
When completing this form, you’ll need to provide:
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.
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. We offer a customized business kit to help you keep these important documents organized and looking professional.
Compose an LLC operating agreement. Another step you’ll want to consider is creating an operating agreement. Although operating agreements are not required by North Dakota law, they’re very important documents for your LLC.
Your North Dakota operating agreement outlines your business structure and how your company will be run and/or managed. It can also dictate voting structures and specify how to handle disputes. Even if you’re a single-member LLC, your operating agreement will help the government understand how your company should be run if you’re incapacitated or unable to manage your company.
A few other reasons why you may want to draft an operating agreement include:
You don’t have to file your operating agreement with the state, but you want to make sure it covers all of the most important aspects of your company’s operations. All the members will need to sign it to make it legally binding.
If you’re unsure as to how to start creating an operating agreement for your North Dakota LLC, we offer a customizable operating agreement template to help get you started.
Get an Employer Identification Number (EIN). The next and final step you’ll want to take is setting your LLC up to pay business taxes and ensuring you apply for any special permits or licenses you need to operate.
You’ll get your tax paperwork set up by requesting an EIN, also known as a Tax ID Number or Federal Tax Identification Number, through the Internal Revenue Service (IRS).
Your EIN is like a Social Security number for your business. It lets you pay and file taxes, hire and pay employees, and much more. All LLCs with multiple members or employees are required to have an EIN. Even if you’re the only member of your LLC, you might want to secure an EIN because most banks require one to open a business bank account.
You can get your North Dakota LLC’s EIN through the IRS website, by mail, or by fax. But if you’re not fond of dealing with that particular government agency, 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 sorting out your finances at tax time and helps you avoid commingling funds. Commingling funds can not only make your taxes more difficult, but it could also be used against you if someone takes you to court to challenge whether you and your LLC really are separate entities.
We offer a discounted bank account for your new business. 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, there’s ZenBusiness Money. It can help you create invoices, receive payments, transfer money, and manage clients all in one place.
With your EIN complete, the last step is to check to see if you’re required to obtain any licenses or permits to operate in North Dakota. Regulations vary depending on the industry of your LLC, so be sure to review the state’s guidelines. There are also licenses that may be needed at the federal and local levels, so you’ll need to do some research.
Once you’ve finished the steps above, you’re the new owner of a limited liability company! You’ve taken the first steps to becoming the entrepreneur you’ve been wanting to be. But there’s a lot more to know. You need to know about things like hiring employees, getting business licenses and permits, getting additional financing if you need it, how to make changes in your business, and how to stay in compliance with the government.
In addition to forming your LLC (starting at $0 plus state fees), our many services can do more than just help you form your LLC. Our business experts can also give you long-term business support to help start, run, and grow your company.
Let us take care of LLC formation, compliance, and more. Whether you’re starting a yoga studio in West Fargo or a bed and breakfast in Bismarck, we can help.
ZenBusiness is a financial technology company and is not a bank. Banking services provided by Thread Bank; Member FDIC. The ZenBusiness Visa® Debit Card is issued by Thread Bank pursuant to a license from Visa U.S.A. Inc. and may be used everywhere Visa debit cards are accepted. Your funds are FDIC insured up to $250,000 through Thread Bank; Member FDIC.
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It costs $135 to file your Articles of Organization, thereby starting your LLC in North Dakota. If you add things like a business name reservation, a trade name, etc., the cost will go up.
Note that fees change over time, so you should check the Secretary of State website for the most recent fee schedule
Many companies opt to form an LLC for good reasons. That’s because an LLC structure offers more flexibility in management style and requires fewer reporting requirements than corporations, yet still offers financial and legal protections.
Here are a few other reasons why you might want to form an LLC in North Dakota:
The processing times will vary based on a number of factors (including the time of year), but when you file and submit your Articles of Organization online for your North Dakota LLC, your filing is typically processed within a week. Online filing is strongly encouraged, but if you file via postal mail, expect the process to take approximately four weeks. North Dakota doesn’t have any expedited processing options.
No, North Dakota doesn’t require LLCs to file an operating agreement, but it strongly recommends that all LLCs create one. An operating agreement is an internal document for your LLC and isn’t filed with any government agency.
In addition to double taxation exemptions, there are some tax requirements you should be aware of when forming an LLC. Here’s what you need to know:
By default, LLC members only pay federal income taxes on their personal income from the LLC. The LLC isn’t separately taxed.
Some LLCs (especially those with high earnings) may choose to file taxes as either an S corporation or a C corporation. This option can have some advantages for certain LLCs. Sometimes, filing as an S corporation can lower the amount of taxes the members pay for Social Security and Medicare. Filing as a C corporation allows for the widest range of tax deductions, which could ultimately benefit certain larger LLCs.
We recommend partnering with a professional accountant or tax specialist for further guidance.
Yes. A North Dakota Series LLC is a group of LLCs that operate under one parent LLC. While many states in the U.S. don’t allow Series LLCs, North Dakota is one of those that do.
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 or use a business license report service like ours.
In North Dakota, LLC annual reports are due on or before November 15 each year. The first annual report is due the year after you initially established your business entity.
We can help you with your annual report in a couple of ways. Our North Dakota annual report service will help you file your annual report, and our Worry-Free Compliance service not only helps with filing your annual report, but also sends you reminders and helps you with two amendment filings each year.
To dissolve your North Dakota LLC, first check your operating agreement and follow all the terms it outlines for dissolving the business. Then you’ll need to file the Articles of Dissolution and Termination form via the FirstStop portal. You’ll also need to pay a filing fee.
For more information, visit our North Dakota business dissolution guide.
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.
Written by Team ZenBusiness
North Dakota Business Resources
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