Starting a business in Missouri? Taking the plunge and forming an LLC can provide you the protection, structure, and benefits you need to get your business up and running. This guide will walk you through the steps involved in setting up an LLC in Missouri, from filing your articles of organization to setting up a Registered Agent.
Choose a Unique Name for Your LLC
When it comes to forming an LLC in Missouri, choosing a name is one of the most important steps. By law, your LLC must include either “Limited Liability Company,” “L.L.C.,” or some variation thereof in its name. Your chosen name must also be distinguishable from any other company registered with the Secretary of State and cannot contain any language that implies government approval or endorsement. It is also recommended to find a name not already trademarked by another business.
Your LLC’s name also needs to comply with the Missouri Business Corporation Act and the state rules of civil procedure. These regulations help protect businesses against others using similar sounding names that could result in customer confusion. To do this, all LLCs must include -Limited Liability Company,” “LLC,” or some variation thereof in its name. Furthermore, your chosen name must be distinguishable from any other company registered with the Secretary of State and cannot contain any language that suggests government approval or endorsement. Additionally, it is recommended to conduct a trademark search first before finalizing a name for your business since you may find that another company has already trademarked the one you chose.
You will need to submit a Name Reservation Request form to the Secretary of State’s office. This document requests that the name you have chosen for your LLC be held until you file your Articles of Organization. This process doesn’t guarantee your naming rights, but it does allow you more time to research to make sure that it’s available. The name reservation expires after sixty days, but you can extend it through filing additional forms with the Secretary of State. After filing this paperwork and obtaining approval, you can secure and use the unique name for your Missouri LLC which should not just comply with state regulations but also communicate all necessary information about your company.
File the Articles of Organization
Once you’ve chosen your LLC name, you can file the Missouri LLC Articles of Organization with the Secretary of State. This form requires general information about your business such as its name, principal office address and phone number, as well as the name and address of a registered agent. You will also need to choose an LLC Management type and indicate whether any restrictions apply to the transferability of ownership interests. The Articles of Organization fee is currently $50.00 for regular LLCs, though additional fees may apply depending on your specifics situation.
It’s important to note that filing Articles of Organization does not automatically establish your LLC as a separate legal entity. To do this, you will need to obtain an Operating Agreement, which outlines the terms and conditions of your LLC as well as details regarding ownership and management. This document is typically drafted by an attorney, though some people may choose to write their own agreement. After the Operating Agreement has been executed, you can then submit it along with the filing fee for registration with the Secretary of State.
Once your Articles of Organization have been filed with the Secretary of State, you will receive an LLC Certificate. This document serves as proof that your LLC is recognized by the state and allows you to open business bank accounts and register with other city or county agencies. Additionally, it’s important to note that you may also need to obtain a business license depending on your services, products, or location. It is also highly recommended to obtain liability insurance coverage to protect your personal assets in the event of legal action.
Create an Operating Agreement
You’ll want to create an Operating Agreement for your Missouri LLC. This document outlines the management, membership and financial structure of the company. It will also cover important topics such as voting rights, management duties, capital contributions, and responsibility for debts and liabilities. Your Operating Agreement should be kept up-to-date with any changes in the company since it’s initial formation.
An Operating Agreement establishes the terms for each member of the LLC, helping to avoid potential conflicts in the future. It lays out information related to management and ownership structure that make up the LLC’s foundation. This document is a critical aspect of your LLC formation as it sets out everyone’s respective rights and responsibilities within the company and helps to limit any possible misunderstandings. An Operating Agreement should be created by an attorney or other qualified professional to ensure that it meets all state requirements and is legally binding on all members of the limited liability company.
Appoint a Registered Agent
Every Missouri LLC is required to appoint a Registered Agent. A Registered Agent is an entity, usually a person or business, responsible for receiving service of process on your behalf in the event of any lawsuit or other legal matter. They must have a physical address within the state and must be available during regular business hours to accept important documents on your company’s behalf.
As an additional precaution, we recommend running a background check on the Registered Agent to ensure that your LLC has a reliable individual or company who can receive and handle legal documents for you. Additionally, you should consider reviewing any relevant documentation between yourself and the Registered Agent before signing to confirm that they understand their responsibilities as a Registered Agent of your Missouri LLC.
In the state of Missouri, forming an LLC requires appointing a Registered Agent. This person must have a valid physical address – not a PO Box number – in the state of Missouri to where legal documents and notices can be sent to your LLC. They are also responsible for receiving service of process (SOP) on behalf of your LLC in case it’s ever sued, which is why it is important that you make sure to select a reliable individual or company as your Registered Agent.
Comply with Missouri’s Taxes and Other Regulations
Missouri, like all states, has its own tax laws and regulations to which LLC owners must adhere. Depending on the type of business you operate, your LLC may need to obtain a sales tax number, register with the workers’ compensation program, or comply with other pertinent regulations. To make sure that your LLC is in compliance with Missouri law, visit the Office of Administration website to learn more about these laws and regulations.
After your LLC has been formed, you’ll also need to obtain an Employer Identification Number or EIN from the IRS. You’ll need this number if you plan on having employees, opening a business bank account in the name of the LLC, or filing taxes as an entity other than a sole proprietorship. Mo Revenue can also provide assistance when it comes to registering for state-level taxes such as sales and use tax. Finally, keep in mind that all members of the LLC are responsible for reporting income and paying any applicable taxes that might be due. Make sure to speak with a tax professional if needed to ensure you understand your obligations under Missouri law.
Missouri law also requires LLCs to stay current with filings and other requirements throughout the year. This includes filing an annual report, which must be completed by April 15 for the previous business year. Additionally, a foreign LLC that does business in Missouri must register with the Secretary of State before conducting business activities in the state. As you comply with all of Missouri’s regulations, make sure you have a knowledgeable attorney or accountant help guide you. Staying on top of rules and regulations can help keep your LLC in good standing with both the IRS and Missouri laws.
For an LLC that does business in Missouri, it is important to make sure you fulfill your filing requirements with the Secretary of State. On top of this, you must also make sure you pay applicable taxes, such as sales tax and employee withholding taxes. Furthermore, having the proper insurance is paramount for protecting both yourself and your LLC’s assets. Lastly, it is a good idea to have a well-drafted operating agreement that accurately reflects how the members agree to manage their business.