How to Form an LLC in Washington State

By Tom Speranza, J.D.

How to Form an LLC in Washington State

By Tom Speranza, J.D.

A limited liability company (LLC) is a business entity recognized under Washington state law that combines the liability protections of a corporation with the simpler governance and structuring flexibility of a partnership. In the State of Washington, anyone interested in launching a business is allowed reserve to a business name ahead of submitting their paperwork. Forming an LLC in the Evergreen State is an easy yet detailed process.

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Forming an LLC in Washington State

Before filling to form an LLC with the Washington Secretary of State's office, you must follow the procedures outlined in the state's Uniform Business Organizations Code and complete a few additional steps that help protect you from unnecessary liability. Here's what you need to do.

1. Choose a name.

You must first choose a name for your business and confirm that it's available. Washington requires that each company have a name that is "distinguishable" in the Secretary of State's records. This requires you to create a name that is at least slightly different than the names of any existing entities.

Washington's online entity database makes searching for an available name relatively easy, but it's a good idea to create a list of three to five possible names just in case your first few choices are already in use.

If you're not quite ready to form your company but you have some name ideas, you can reserve an available entity name for up to 180 days by filing a Name Reservation form and paying the required filing fee.

Keep in mind that the name of a Washington LLC must contain one of the following:

  • The words "limited liability company"
  • The words "limited liability" together with the abbreviation "Co."
  • The abbreviation "L.L.C." or "LLC"

For similar reasons, the name cannot contain any words or phrases that would be misleading about the business type or government affiliation.

2. Appoint a registered agent.

The purpose of a registered agent is to give the Washington state government (including its tax authorities) and private citizens and companies a permanent, reliable location to send mail and legal documents to a company that operates in the state.

Most LLCs use the services of a reputable, third-party company that specializes in serving as a registered agent. The Secretary of State's office maintains a list of all authorized commercial registered agents in Washington.

3. File a formation document.

A Washington LLC forms by filing a Certificate of Formation - Limited Liability Company with the Secretary of State and paying the required filing fee. You can file the Certificate online or on paper by fax or mail.

The Certificate of Formation for an LLC is a simple document requiring basic information such as the name of the entity, the address of its principal place of business, and the name and address of the registered agent. If your company has multiple owners, called members, the Certificate of Formation is often longer and more complicated.

After you file the Certificate of Formation, the state government assigns a nine-digit unified business identifier number to your company that serves as its tax registration number with the Washington Department of Revenue and as an identifier for other state business licenses.

4. Draft an operating agreement.

Similar to the bylaws of a corporation, an LLC may have an operating agreement to document the rules for how its members and managers govern the company. Though not required, having an operating agreement is beneficial.

If the company is a single-member LLC, the operating agreement is a simple document. If it has multiple members, it can be much more complicated.

5. Obtain an employer identification number and open a business bank account.

A federal employer identification number (EIN) helps your business establish its own legal identity, which can shield you from its debts and obligations. If your LLC has more than one member or intends to hire employees, you must obtain an EIN from the U.S. Internal Revenue Service.

In addition, to avoid additional liability, LLC members should to keep company finances separate from their personal assets. As part of this process, you should use the EIN to open a separate bank account for the company and then deposit all business income and pay all business expenses from the account.

Forming an LLC in the State of Washington is a multi-step process that's fairly straightforward. Additionally, the Evergreen State gives entrepreneurs an advantageous head start by letting them reserve a business name before submitting any incorporation-related paperwork—an important first step in any business venture.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.