A Limited Liability Company (LLC) provides a flexible legal structure for a business, offering limited liability like a corporation, with the simplicity of a partnership or sole proprietorship. The process to form an LLC in Ohio is outlined below.
Step 1: Choose a Name for Your Ohio LLC
Your LLC's name should be unique and not already registered with the Ohio Secretary of State. You can verify name availability through the Ohio Secretary of State business name database. According to Ohio law, the LLC's name must include words or abbreviations like 'limited liability company', 'limited', 'LLC', 'LLC', 'ltd.', or 'ltd'. A Name Reservation (Form 534-B) can be filed to reserve the name for 180 days, at a cost of $39.
You may also choose to use a trade name or D.B.A. (doing business as) instead of your LLC's legal name. This requires registering the trade name with the Ohio Secretary of State by filing a Name Registration (Form 534A), also with a filing fee of $39.
Step 2: Appoint a Registered Agent
Every Ohio LLC must appoint a registered agent for service of process in the state, who agrees to accept legal papers on the LLC's behalf. The registered agent can be an Ohio resident, or a domestic or foreign corporation authorized to do business in Ohio, with a physical street address in the state. Individual agents can use a P.O. box as the agent address.
Step 3: File Articles of Organization
An Ohio LLC is formed by filing the Articles of Organization for a Domestic Limited Liability Company (Form 533A) with the Ohio Secretary of State. This document includes the LLC's name, effective date, term, purpose (optional), address, email, and phone number, as well as the name, address, and signature of the registered agent, and the signature of an LLC member, manager, or authorized representative. The filing fee is $99.
Step 4: Prepare an Operating Agreement
Although not mandatory in Ohio, an operating agreement is recommended. This document outlines the rights, powers, duties, liabilities, and obligations of the members among themselves and to the LLC It is an internal document and does not need to be filed with the Secretary of State.
Step 5: Get an E.I.N. and Comply With Other Tax & Regulatory Requirements
If your LLC has more than one member, it must obtain an I.R.S. Employer Identification Number (E.I.N.), even without employees. A single-member LLC requires an E.I.N. if it has employees or if it will be taxed as a corporation instead of a sole proprietorship. You can get an E.I.N. for free by completing an online application on the I.R.S. website.
Depending on its type and location, your LLC may need other local and state business licenses. Local licenses can be checked with the city or county clerk where the business is located. State license information can be found on the Start a Business page at business.Ohio.gov.
Finally, if your LLC has employees or will be collecting sales tax, you'll need to register with the Ohio Department of Taxation (D.O.T.). You can register online via the Ohio Business Gateway (O.B.G.) or by mail. Ohio also has a Commercial Activity Tax applicable to most business entities.
By forming an LLC in Ohio, you gain the benefits of personal liability protection, management flexibility, and relatively easy formation and maintenance. But make sure to weigh the pros and cons of forming an LLC to determine whether it’s the right choice for your business.
Novo Platform Inc. strives to provide accurate information but cannot guarantee that this content is correct, complete, or up-to-date. This page is for informational purposes only and is not financial or legal advice nor an endorsement of any third-party products or services. All products and services are presented without warranty. Novo Platform Inc. does not provide any financial or legal advice, and you should consult your own financial, legal, or tax advisors.
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