The Limited Liability Company (LLC) is a smart entity choice for many start-up businesses. 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 North Dakota without an attorney.
Unlike a sole proprietorship or partnership where the small business owner can be personally liable for lawsuits against the business, the LLC is a separate legal structure, protecting for the business owner’s personal assets.
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.
Forming an LLC in North Dakota can be both affordable and is simple enough for most people to start on their own. That said, it’s not a bad idea to have a legal professional like While the filing is pretty straightforward, it’s nice to have some support if you have questions, alerts when the annual report is due, forms like operating agreements, banking resolutions and more. There are companies like IncFile, Swyft Filings and others that do all of this for only $49.
To form a Limited Liability Company in North Dakota, file the Articles of Organization with the North Dakota Secretary of State. The LLC filing fee is $135.
Approval time for the LLC is typically between 2 and 3 weeks.
If you have questions, contact the North Dakota Secretary of State.
HOW TO FILE THE ARTICLES OF ORGANIZATION AND FORM A NORTH DAKOTA LLC
Begin by downloading the Articles of Organization.
In the first section, you are asked whether the LLC is being formed for general business purposes or farming. Select the one that applies.
Article 1: Name the LLC
Enter the name you want for the LLC. The name of the LLC also has to differ from other entity names registered with the Secretary of State. Check on available LLC names before filing to be sure the one you want is available.
Additionally, the name of the LLC must include one of the following designators at the end of the business name:
- Limited Liability Company
A comma may be used after the business name and before the designator. “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.
Article 1A: Address of Principal Executive Office
In this section, enter the street address, city, state and zip code of the initial principal office. This address must be in North Dakota and can be the physical address of the LLC or it can be the address where the business records are stored. You may not use a PO Box for the designated office.
Article 2: Registered Agent
To have an LLC in North Dakota, a Registered Agent must be identified. The Registered Agent can either be a resident of North Dakota (Select “noncommercial registered agent”) or a Resident Agent service (Select “commercial registered agent”) that is registered with the Secretary of State. See the Secretary of State’s Commercial Registered Agent List. The Registered Agent must have a physical address in the state (PO Boxes are not allowed) and act as a point of contact to receive legal documents, tax notices, summons, subpoenas, etc on behalf of the LLC.
Even though the business owner can be the registered agent, their name and address become public record and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when they are doing business from home.
Article 3: Effective Date
If you want the LLC to start on today’s date choose the box that says “When filed with the Secretary of State”. Otherwise select the box that says “Later on (month, day, year)” and enter a date less than 90 days in the future to start.
The main reason for delaying the LLC start date is when the filing is being done close to the end of a calendar year and the business will not have any activity until the start of the year. By delaying until the following year they will reduce the number of end-of-year filings.
Article 4: Term of Existence
In this section, you can indicate how long the LLC will remain in existence. Most LLCs will choose a perpetual/indefinite existence, however, some businesses (usually investment related) will have a specific closure date.
Article 5: Business Description
This is an option, you adopt the default statement of being in business for “any lawful purpose”, however, you can provide some basic information about what the business does.
Article 6: Other Provisions
This is an optional section and not used by most LLCs. Here you would include additional rules for the operation of the LLC.
Article 7: Name, Address, and Signatures of Organizers
An LLC Organizer is someone involved with the formation of the Articles of Organization. The Organizer may or may not become a member, such as a mentor, attorney or accountant, but the initial members will all be listed as organizers.
List each organizer along with their mailing address and have them sign.
Step 14: Pay and File
Mail the Articles of Organization along with payment to:
Business Registration Unit
Secretary of State
State of North Dakota
600 E Boulevard Ave Dept 108
Bismarck, ND 58505-0500
In approximately 2-3 weeks, the LLC will be approved.
That concludes the basics of forming an LLC in North Dakota. Remember, even though you can do it yourself, there is more to an LLC than just the filing. If you have questions, work with an attorney or a specialized entity formation company such as IncFile or Swyft Filings to make sure everything is done correctly.
While not required, an Operating Agreement is recommended in many cases. An Operating Agreement is a legal document outlining the roles and responsibilities for the members of the LLC. Read more about when an LLC needs an Operating Agreement.
After filing the LLC, be sure to register for an Employer Identification Number (EIN) with the Internal Revenue Service (IRS). The EIN is basically a social security number for a business and will be needed before opening a business bank account. There is no cost to apply and it takes about 5 minutes to get. See how to apply for an EIN.
Last, before starting a business in North Dakota, you may still need to apply for business licenses, sales tax permits, self-employment taxes and more in North Dakota. See the Guide to Starting a Business in North Dakota for more information.