Once you’ve decided to form a Washington State LLC, the next thing you need to do is file the necessary paperwork and pay the appropriate fees. Every state has slightly different rules and regulations, and Washington is no exception. This article explains what state guidelines you’ll need to meet to get your LLC started
It’s relatively simple to file your registration forms online. The Washington secretary of state’s website provides a step-by-step guide to filing a certificate of formation. (Note that you can still file by mail.) The online certificate of formation will ask you for your business name (see below for tips on naming your business), your LLC’s principal place of business in the state, and information on your registered agent. While the online filing system walks you through the process, it’s good to know a few things beforehand. First, in order to file a certificate of formation, you will have to specify a date of formation. In other words, whether you want to begin business on the day that your certificate is approved, or at a later date. You must also specify tenure; i.e. whether your LLC will operate in perpetuity, or for a specific length of time. Additionally, you’ll be asked to specify whether your Washington LLC will be managed by a “member” or a “manager.” (The standard for a Washington State LLC is member-managed.) The executor (the person submitting the certificate) then signs off on the application. The final step is choosing your method of submitting the application and paying the appropriate fees. An online filing costs $200, and is usually processed in 2-3 days. Filing by mail costs $180, but will take longer to process. You can also request an expedited application, but it costs an additional $50.
Naming your business
Before you apply, make sure that you have a usable name
for your Washington State LLC. It should be memorable and appropriate to your business type. Keep in mind that Washington law requires an LLC’s name to include one of the following terms: Limited Liability Company, Limited Liability Co., L.L.C., or LLC. One you’ve got a name in mind, you’ll need to make sure that there are no companies with the same name in Washington State. Do a search for your chosen name on the secretary of state’s website to ensure that your name is unique. If you want to reserve a name for your Washington LLC, but aren’t ready to file a certificate of formation, you can file a name reservation form. You can only file this by mail, and it will cost $30.
To recap, the cost of the various forms are as follows: Certificate of formation (by mail): $180 Certificate of formation (online): $200 Certificate of formation (online, with expedite fee): $250 Name reservation: $30
Operating agreement Operating agreements aren’t required
to form an LLC in Washington State, but it’s always a good idea to have one in place before you begin business. Once you have an operating agreement in place, you don’t have to file it with the state, but it will be useful in protecting your status as an LLC in court proceedings or other disputes. A good operating agreement should cover topics such as meeting procedures, management policies, and financial consideration.
Every Washington LLC must have a registered agent
on file with the state. Your registered agent is a responsible third party (a person or business entity) that agrees to accept legal papers on behalf of your LLC. Your LLC’s registered agent must have a physical street address in Washington State, and be a Washington resident (or a corporation authorized to do business in Washington).
Running your LLC
Once your LLC’s certificate of formation has been approved, you need to do a few additional things to get started. First, if you want to change something about your initial application, you can file an amended certificate of formation with the secretary of state. There is a $30 fee for an amended certificate. If you need to change your registered agent, file a statement of change for registered agent with the state.
If your LLC has more than one employee, you need to obtain an Employee Identification Number (EIN) from the IRS. There is no fee to get an EIN. For Washington State tax purposes, you should also file a business license application if you intend to operate as a business Lastly, depending on what type of business your LLC is, you may need to obtain a specialty business license for Washington State. A specialty license is needed for things like auto dealerships, liquor shops, etc.
To keep your LLC in good standing, you need to file an annual report every year. This can be done online, and costs $71.
Terminating your entity
If you want to dissolve your Washington State LLC, you must file a certificate of dissolution with the state. There is no fee, unless you want an expedited service, in which case it will cost $50.