Rules
LLC formation steps for a US business: what each filing actually produces
Walks through the LLC filing order step by step, naming the document each filing produces, from articles of organization to EIN, licenses and annual reports.
What to take away
- The LLC formation steps that create anything are fewstate filing, EIN, operating agreement, then licenses. A bank account or website creates nothing.
- Each stage leaves a named document in your handsan approved copy with a state file number, a CP 575 EIN letter, a signed operating agreement, a license certificate, an annual report receipt.
- The operating agreement governs ownership, voting and distributions internally, and it is normally never filed with any state.
- Federal tax treatment is decided separately with the IRS, by default rules or by an election.
- Licenses, permits and DBA registrations sit outside formation and renew on their own dates.
LLC filing order: the sequence and the document each step produces
This is how to form an LLC in the US, in the order the agencies expect. The filing order matters because later steps ask for numbers and dates that earlier steps create. Read the list as a starting an LLC checklist, because each line names the document you end up holding.
LLC filing order and documents
- Name search and reservationreservation certificate
- Articles of organizationapproved copy, file number
- Registered agent consentsigned consent
- Operating agreementsigned internal contract
- EINCP 575 notice
- Tax electionForm 2553
- Licenses, permits, DBAcertificates
- Name search and reservation.Search the state name database for conflicts. A reservation holds a name for a set window, often 60 to 120 days, and produces a reservation certificate with an expiry date. Several states skip this step.
- Articles of organization.This filing creates the LLC. You end up with an approved copy and a state file number.
- Registered agent consent.Most states require the agent to sign an acceptance. You hold the signed consent plus a service agreement listing the agent's address and fees.
- Operating agreement.A signed internal contract covering ownership percentages, voting, distributions and transfer rules. It is not filed anywhere.
- EIN.Apply to the IRS on Form SS-4. You receive a CP 575 notice, or Letter 147C if the notice is lost.
- Tax election, if needed.Form 2553 elects S corporation status, generally within 75 days of formation or by the 15th day of the third month of the tax year.
- Licenses, permits and DBA filings.These produce a license certificate, a permit or a county assumed name receipt.
Articles of organization requirements: what the state asks for
The LLC formation documents are short. Most states want the name with its required suffix, a registered agent's name and street address, a principal office address, and an organizer's signature. Some add a purpose clause or a set duration. The same document carries different names and fees.
State filing names and fees
California
- Filing name
- Articles of Organization
- Fee
- $70
Delaware
- Filing name
- Certificate of Formation
- Fee
- $110
New York
- Filing name
- Articles of Organization
- Fee
- $200
Approval usually means a file-stamped copy and a file number. Certified copies cost extra in most states. States then expect ongoing filings, typically an annual or biennial report with a fee (state registration and annual filing obligations).
After approval: EIN, operating agreement and tax election
A state file number is not a tax ID. The IRS issues an Employer Identification Number free on Form SS-4 and mails a CP 575 notice. It classifies a single-member LLC as a disregarded entity and a multi-member LLC as a partnership unless an election says otherwise (federal tax classification rules for LLCs).
Form 2553 changes that classification to an S corporation. The deadline runs 75 days from formation for a new LLC, and late relief exists for some missed filings.
The operating agreement stays in your own records. Lenders, buyers and courts read it to settle who owns what and who decides.
Example: one LLC, two state clocks
A California LLC files a Statement of Information within 90 days of registration and every two years after, at $20, and pays an $800 annual minimum franchise tax.
Two state clocks after formation
- Within 90 daysCalifornia Statement of Information, $20
- Every 2 yearsCalifornia Statement of Information
- June 1 annuallyDelaware $300 annual tax
A Delaware LLC owes a $300 annual tax due June 1 and pays its registered agent separately.
A Delaware first hundred days checklist covers entity filing, the registered agent, the EIN, licenses and franchise tax dates to budget before revenue.
Licenses, permits and name registrations
An approved LLC is not a license. City and county permits, professional licenses and sales tax accounts come from separate agencies with their own applications and renewal dates. A contractor, a restaurant and a nurse face different requirements with identical articles on file.
A DBA, or assumed name, registers the name a business trades under. It does not create an LLC and does not replace one (Doing business as). An owner who files only a DBA still holds a sole proprietorship.
Formation papers settle the state question only. Entity type selection is three separate decisions at three offices, and saying nothing means inheriting the defaults.
