How To Start An LLC in Missouri [2023 Guide]
Starting a business requires completing a lot of steps and one of those is deciding on the legal structure. One popular entity in Missouri is the Limited Liability Company (LLC).
In this guide, I will walk you through the steps of setting up an LLC in Missouri, so you can get your business off the ground.
What’s an LLC?
The Limited Liability Company (LLC) is a popular business structure for companies starting in the state of Missouri. The LLC provides personal liability protection and has the potential to save money on taxes. With a little research, you can learn how to form an LLC in Missouri without an attorney.
Unlike a sole proprietorship or partnership, where the small business owner can be held personally liable for lawsuits against the business, the LLC is a separate legal entity that protects the business owner’s personal assets. So, if the LLC is sued, the owner’s personal assets are usually protected.
Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration, and management flexibility.
Related: Guide to starting a business in Missouri
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What are the steps to Form a Missouri LLC?
While it can be intimidating to form an LLC for the first time, with a little research and patience, you can learn how to form an LLC in Missouri without an attorney.
Let’s break down the steps to complete the Missouri LLC formation process.
Step 1: Choose an LLC Name
The first step in forming a Missouri Limited Liability Company is to make sure the name you want is available.
It’s critical to do a name search before registering an LLC name, as the name of each LLC must be distinguishable from other entity names registered in the state of Missouri. The Missouri Secretary of State makes it easy to search and verify if your LLC name is available. Here is more information on how to do a Missouri LLC name search
In addition to the name being unique, the entity designator (identifier used at the end of the business name) can only be one of the following names or abbreviations:
– Limited Liability Company
– Limited Liability Co
– Limited Company
– L L C
– L. L. C.
– L C
– L. C.
While the Secretary of State page only shows “Limited Liability Company,” “Limited Company,” “LC,” “L.C.,” “L.L.C.,” or “LLC”, you can actually choose from all of the above.
A comma may be used after the business name and before the designator. “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.
There are a few other naming guidelines to be aware of in Missouri, such as not using words that may imply the business is part of a state or federal government agency, like the name of a state department, FBI, or Treasury.
Also, unless additional paperwork is filed with the state, a business can’t use words such as bank, university, or any licensed professional such as an attorney or doctor unless the business is licensed to provide those services and a licensed individual is part of the LLC.
If you plan to use a different name from the one that you register (perhaps you want to run multiple businesses under the LLC), you can use a fictitious name (sometimes referred to as a trade name, assumed name, DBA, or Doing Business As name). To register a fictitious name, file the Registration of Fictitious Name with the Secretary of State.
You may also want to see if a domain name is also available to have a matching website address.
Step 2: Appoint a Missouri Registered Agent
Every LLC in Missouri is required to have a Registered Agent. A Registered Agent will act as a central point of contact to receive legal documents, tax notices, summons, subpoenas, etc., on behalf of the LLC.
The basic requirements to be a Registered Agent in Missouri include:
– The agent must be a Missouri resident at least 18 years of age or a commercial Registered Agent service with a registered office in the state.
– The agent must have a physical address in the state (PO Boxes aren’t allowed).
– The agent must generally be available during normal business hours at the address provided to receive service of process.
Learn more about the requirements for a Registered Agent in Missouri.
Any individual meeting the requirements can be the agent; however, the agent’s name and address become public record, and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when doing business from home or still employed. Hiring a commercial Registered Agent service like Northwest Registered Agent will help keep the owner’s names from being publicly listed.
Step 3: File the Missouri LLC Articles of Organization
The paperwork to officially create an LLC in Missouri is called the Articles of Organization. To submit the paperwork, either file online through the Missouri Secretary of State’s website. If you would rather file by mail, download the Missouri Articles of Organization (Form LLC-1)
Related: How to fill out the Missouri Articles of Organization
If you have questions, contact the Missouri Secretary of State, Corporations Division at 617-727-9640.
When filling out the Articles of Organization, there are a few sections and terms that can be confusing. Let’s go over a few of these sections to help get your LLC started right.
Domestic or Foreign LLC –
Most new businesses are going to select Domestic as this refers to the initial state of formation. Some businesses will need to file for a Foreign LLC if they have significant activities in another state, such as operating a warehouse or employing staff.
Related: What is the Difference Between a Domestic LLC and Foreign LLC?
Duration: In this section, you can indicate how long it will remain in existence. Most LLCs will choose a Perpetual duration; however, some businesses (usually investment-related) will have a specific closure date.
Managed by: This section asks if the LLC is Member-Managed or Manager-Managed.
– Member-Managed LLCs have an active involvement in the day-to-day operations of the business.
– Manager-Managed LLCs are hired by the members to run the LLC, similar to a CEO of a corporation.
Most LLCs are member-managed.
Purpose: Provide some basic information about what the business does. You will need to provide some basic information; otherwise, the LLC filing will be rejected. If you want to keep the business purpose more open-ended, you can add “and engage in any lawful business activity for which a Limited Liability Company may be organized in Missouri” in addition to the original purpose statement.
Effective Date: If you want the LLC to start on today’s date, leave this field blank, otherwise enter a date less than 90 days in the future to start.
Series LLC: A Series LLC provides liability protection across multiple asset groups or businesses, each of which would be protected from liabilities from the other series. The Series LLC is not a common choice and is most common with real estate investment companies.
Organizers – An LLC Organizer is someone involved with the formation of the Articles of Organization. The Organizer may or may not become an LLC member, such as a mentor, attorney, or accountant, but the initial members will all be listed as organizers.
Step 4: Prepare an LLC Operating Agreement
Most states do not require an LLC to have an operating agreement, but it is required in Missouri, under Missouri law, Statute § 347.081.
The operating agreement is a legal document that governs the framework of an LLC. This document covers items like ownership rights, member responsibilities, how profits and losses are distributed, and more.
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What To Do After Starting A Missouri LLC
Once the LLC has been formed, there are a few additional steps to take care of. Below is a list of the most common tasks.
Obtain an EIN
If the LLC will hire employees or is owned by more than one member, an EIN is required.
The EIN or Employer Identification Number (also referred to as a Federal Employer Identification Number, FEIN, or Federal Tax ID Number) is a unique 9-digit tax identification number assigned to a business by the Internal Revenue Service (IRS). Similar to a social security number for an individual, the EIN identifies business entities for tax purposes. The EIN will be needed to hire employees, open a bank account, build business credit, register for business licenses and permits, file federal and state taxes, and more.
If an Employer Identification Number isn’t required, the LLC can use either the owner’s social security number or register for an EIN.
How much does an EIN cost in Missouri?
There is no cost for the EIN when registering through the IRS. The number is available immediately when applying through the IRS website; however, you can also register by phone, fax, or mailing IRS Form SS-4.
Related: How to Apply for an EIN
Open an LLC Bank Account
Opening a bank account for your LLC is important for liability protection as the account separates the business’s funds from the member’s personal funds.
Several documents will be needed to open a business bank account, such as:
- A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
- Copies of the original formation paperwork from the state showing the creation of the LLC.
- Driver’s licenses of the members.
- In some circumstances, a Missouri Certificate of Good Standing may be needed to prove the LLC is active and in good standing with the state.
Related: How to Open a Business Bank Account for your LLC
Apply for Business Licenses and Permits
Depending on what your business does and where it is located, there will likely be various business licenses and permits, so your business is in compliance to start. Some common registrations include:
- Business License – Some cities require businesses to obtain local licenses before they can start. A good first stop is the County Clerk’s office.
- Professional License – Certain services such as barbershops, accountants, salons, and others must be licensed.
- Sales Tax License – To sell products and certain services, registration with the Missouri Department of Revenue will be necessary.
Related: What Business Licenses are Needed in Missouri?
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Missouri LLC FAQs
How much does it cost to start an LLC in Missouri?
The Secretary of State filing fee to start an LLC in Missouri is $50 for online filings and $105 for mailed-in forms.
How long does it take for an LLC to be approved in Missouri?
Missouri LLCs formed online are processed immediately, while mailed-in forms can take up to 1-2 weeks.
Do you have to renew your LLC every year in Missouri?
Unlike most states, there is no annual report and the LLC renewal fee in Missouri is $0.
Can you be your own Registered Agent in Missouri?
Yes – Anyone can act as a registered agent, provided they are at least 18 years old, reside in the state of Missouri, and are generally available to receive documents during normal business hours.
Related: What are the requirements of a Registered Agent in Missouri?
Does Missouri require a business license for an LLC?
It’s sometimes thought that the LLC and business license are the same in Missouri, but they aren’t. An LLC is referred to as the business entity, which is how the business is organized to conduct business. A business license is an approval from a government entity to legally operate.
Can you use a PO Box for your LLC in Missouri?
A PO Box can only be used as a mailing address for the LLC. A physical street address in Missouri must be used for the Registered Office and Registered Agent.
What is a Foreign Limited Liability Company?
A Missouri foreign LLC is an LLC that was formed in another state but wants to physically operate in Missouri. A foreign LLC isn’t a separate entity but an LLC obtaining foreign qualification to operate in Missouri. Physically operating means having a presence, such as having an office or hiring an employee.
Related: What is a foreign LLC?
What is a Professional Limited Liability Company?
Businesses that require occupational licensing in Missouri, such as accountants, architects, veterinarians, etc., will want to file for a Professional Limited Liability Company (PLLC) instead of an LLC. Filing for a PLLC is very similar to that of an LLC.
Is an LLC the same as a corporation?
The LLC is one of four main types of business entities. You can learn more about each here:
What is a sole proprietorship?
What is a general partnership?
How to form a Missouri corporation
What is the difference between LLC and LC?
LLC and LC both refer to entity designators that can be used at the end of a Limited Liability Name in Missouri.