A limited liability company in Nevada must file with the secretary of state to do business legally. An LLC is a business entity that has some legal aspects and advantages of both a corporation and a partnership. Owners are known as members. As a member of an LLC, your personal property is protected as your personal assets are shielded from creditors and the debts of the company. Nevada does not collect personal or corporate income tax. A Nevada LLC can choose to be taxed with “pass through” taxation. This can amount to a substantial savings for a business.
Fit your business needs with the right LLC package
Select a name for your LLC. Visit the official website of the Nevada Secretary of State to search for available names (see Resources). The name you chose must include one of the following terms, as required under Nevada law: "Limited-Liability Company," "Limited Company" or "Limited", or the abbreviation "L.L.C.," "LLC" or "LC." You are allowed to use "co." for "company" and "ltd." for "limited."
Chose your registered agent. You must have registered agent on file with the Nevada Secretary of State to accept legal notices on behalf of your LLC. The agent can be an individual, an officer within your LLC, your LLC itself or another company, as long as the agent has a street address in Nevada. Select a person you trust who is at least 18 years of age, or hire a company that provides registered agent services. Obtain a Registered Agent Acceptance Form from the Nevada Secretary of State; complete the form and have your registered agent sign and date the document.
Decide if you want your LLC to terminate on a specific date. You are permitted to include a duration for your LLC when filing in Nevada.
Draft an operating agreement. An operating agreement is a document that governs the management of the company, treatment of members, distribution of profits and other aspects of the LLC's internal affairs. The agreement is not required under Nevada law, but having the terms in writing may avoid legal and business problems with members later.
Decide the management style of the LLC. You may manage the company by members or hire outside persons; you must designate the management type on Nevada LLC formation paperwork. Discuss the management options with the other members of the LLC if you are not the sole owner.
Complete the articles of organization. The articles of organization contain information about your LLC; this document must be filed with the Nevada Secretary of State to legally create your LLC (see Resources). The articles of organization must include the name of your business; the name, address and signature of your registered agent; a dissolution date is optional; the name and address of your managers; and the name, address and signature of the organizing members. You do not need to list the name and address of every member of a domestic LLC in Nevada. The fee for standard processing of the articles is $75 as of 2010.
Register your LLC with the Nevada Secretary of State if your business was formed in another state. The foreign LLC registration form must include the name of the LLC; the name the LLC will do business under in Nevada, if different; the date and place the LLC was formed; the name, address and signature of the registered agent, who must have a Nevada address; the street address of the LLC's principal office and records office, where information about the LLC's finances and members is kept; and the name, address and signature of each manager or managing member. The fee for filing the registration form is $75 as of 2010.
Complete and return a list of all members to the Nevada Secretary of State within 30 days of your foreign LLC registration. The Nevada Secretary of State will send you the form after your registration is filed. You must provide the list each year you are registered as a foreign LLC in Nevada; the initial fee for filing the list is $125 as of 2010.
Tips & Warnings
- Visit the official website of the Nevada Secretary of State to obtain a business license.
References & Resources
- Nevada Secretary of State: Limited Liability Company
- Nevada Secretary of State: Business Forms
- Limited Liability Center: How to Form a Nevada Limited Liability Company
- Laughlin Associates: The Nevada Corporation and the Nevada LLC
- Nevada Secretary of State: Application of Registration for Foreign Limited-Liability Company
- Nevada Secretary of State: Registered Agents
- Nevada Secretary of State: Business Entity Search
- Nevada Secretary of State: Articles of Organization Form