How To Form an LLC In Michigan
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1. Choose a Name for Your Michigan Limited Liability Company
Check for an Available Name for the LLC in Michigan: If would like to form an LLC in Michigan, you need to find a name for your LLC that is not in use by another LLC in the state. To find out if the name that you have in mind is in use by another LLC in Michigan, you should thoroughly search databases and other records online and elsewhere. There is a database of Michigan business entities that you can search on the official website of the Michigan Secretary of State: Michigan LLC.
Reserve a Name for Your Michigan LLC: You do not have to reserve a name for your LLC before you file to form an LLC in Michigan. However, if it will be a long time before you are able to file, you may want to reserve a name by submitting a name reservation application. The application is available to download here: Michigan LLC. The name that you submit will be reserved in Michigan for a period of 6 months. There is a $25.00 fee to file this application.
Filing for Trademarks Protection and Doing an LLC Name Search: When you search databases and other records in Michigan, you may discover that the name that you have in mind for your LLC is available in Michigan but in use by an LLC in another state. There could be restrictions that affect how you use the name that you have chosen for your LLC. It is advisable to consult an attorney to learn more about how these restrictions may affect you. You can find information on choosing a name for your LLC here: how to choose a name for your llc.
Michigan LLC Name Requirements: When you choose a name for your LLC, keep in mind that in Michigan the name of your LLC must include the designation "LLC," “L.L.C.,” or "Limited Liability Company." Keep in mind also that the term “LLC” stands for “Limited Liability Company”—not “LLC Corporation, “Limited Liability Corporation,” or anything else related to a corporation. An LLC is structured in a different way than a corporation.
2. Find a Registered Agent in Michigan
You need to choose a registered agent before you file to form an LLC in Michigan. A registered agent acts as an agent for service of process. The registered agent that you choose will receive all tax documents and legal notices for your LLC. There are corporate service companies that provide registered agent services to LLCs, usually for a fee of around $75.00 to $150.00.
3. File Articles of Organization with the Michigan Secretary of State
Minimum Requirements for the Articles of Organization: The Articles of Organization that you file for your Michigan LLC must contain the name and purpose of your LLC, the name and address of your registered agent, and the name and phone number of the person who is preparing the Articles of Organization. The Articles of Organization must be signed by the organizer or organizers. You can download a form for Articles of Organization online at Michigan LLC.
Other Michigan Legal Provisions: You can include other clauses along with the minimum requirements in your Articles of Organization. It is advisable to consult a lawyer for help in deciding which additional clauses to include in your Articles of Organization.
Where to Submit the Articles of Organization for Filing: Completed Articles of Organization forms can be mailed to Michigan Department of Licensing and Regulatory Affairs, Bureau of Commercial Services, Corporation Division, P.O. Box 30054, Lansing, MI 48909 or delivered in person to 2501 Woodlake Circle in Okemos, Michigan.
Filing Fee: The filing fee for Articles of Organization in Michigan is $50.00.
4. Form a Michigan Limited Liability Company Agreement (Operating Agreement)
After you file Articles of Organization to form an LLC in Michigan, you need to create an LLC Agreement to govern all aspects of the LLC and the actions between the members of the LLC. The items that you include in your LLC Agreement will depend on many factors. When drafting your LLC Agreement, you will need to think about who will own the company and whether the owners will be the only ones investing money in the LLC or whether there will be outside investors. You will also need to think about how the money will be distributed and how the LLC will be managed. LLCs are formed for various purposes, such as to operating an Internet business, running a retail store, or owning real estate. The purpose of your LLC will affect what items you include in your LLC Agreement. Consult a lawyer and an accountant for help in creating an LLC Agreement that is in compliance with all state requirements and federal tax laws.
You will also need to prepare to make securities filings, obtain an EIN from the IRS, and obtain a business license. There are corporate services companies that can help you to make these kinds of filings. You can find more information on how to get a business license in your city in our online guide at http://www.cityapplications.com/business-licenses.html.
5. Qualify Your Michigan LLC to Do Business in Other States
In most states, you will need to register or qualify your LLC in order to do business. You will need to register or qualify your LLC to do business in your home state if the main office of your company is located outside of Michigan. You will also need to prepare to pay taxes in your home state when you do business out of state. You can learn more about how to register or qualify your LLC to do business in other states at [Qualifying to Do Business in Other States].
6. Make Annual Filings and Pay Annual Taxes in Michigan
The state of Michigan requires an annual report for all LLCs, due on February 15th each year. You can file your annual report online at Michigan LLC. The filing fee is $25.00. You are also required to file a tax report and pay taxes each year for your LLC. You can learn more about what taxes will apply to your LLC on the official website of the Michigan Department of Treasury at Michigan LLC.
If you would like to form an LLC in Michigan, prepare to face complex decisions. The decisions that you face can be especially complex if your business has more than one owner. It is best to consult an accountant and an attorney so that you can feel confident that an LLC is right for your small business and that all your paperwork is being processed correctly.
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This site is for informational purposes only and does not constitute legal, financial or tax advise. The information on this site should not be relied upon as an official source of information and should be independently verified.