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 Vermont 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 Vermont 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 or Swyft Filings and others that do all of this for only $49.
To form a Limited Liability Company in Vermont, file the Articles of Organization with the Vermont Secretary of State. The LLC filing fee is $125.
Approval for the LLC is typically around two weeks when filing by mail or 1 day when filing online.
If you have questions, contact the Vermont Secretary of State.
HOW TO FILE THE ARTICLES OF ORGANIZATION AND FORM A VERMONT LLC
The steps for filing online or by mail are largely the same. The screenshots show how to file online.
- Begin by creating a user account on Vermont Secretary of State’s website.
- Click on “VT Secretary of State Online Services” on the left menu and then “Start or Register Your Business”.
Step 1: Create Business
Most people on this site will forming their first LLC and it will likely be located in the state. If that is the case, select “I am Creating a New Domestic Business”. If it originally formed the LLC in another state and wanting to do business in Vermont, select “I am Registering a Foreign Business”.
Then a new menu will appear for “Business Entity” where you would select “Limited Liability Company”.
From the next menu, select “Limited Liability Company”.
Step 2: Business Name
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. You can also check on available LLC names in Vermont before going through the filing process to be sure the one you want is available.
The name of the LLC must also include a designator at the end of the business name. A designator describes what type of business entity it is. Available designators include:
- Limited Liability Company
- Limited Company
- Ltc. Co.
A comma may be used after the business name and before the designator. “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.
You have the option of entering two alternate names in case the one you enter is rejected.
Step 3: Business Description
This section is asking for information regarding the activities of the business. To do that, there is a number called NAICS (North American Industry Grouping Code). This code is a six-digit number that classifies and categorize the different businesses. This information is used in reporting statistical data for each of the industries in the U.S. Remember this number as you will need it when filing annual tax returns. You can do a more indepth search for your NAICS number here.
If the activities of your business aren’t specifically listed, choose one that is close.
Step 4: Domestic Jurisdiction
“Vermont is automatically chosen as the domestic jurisdiction and can’t be changed.
Step 5: Designated Office Information
Physical Address – In this section, enter the street address, city, state and zip code of the initial principal office. This address 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.
Mailing Address – A mailing address is required and it can be the same as the Principal Address. If the records of the LLC will be sent to a different address, enter that information in the Mailing Address Section. If the address is the same as the principal office, click on the “Use this address as the Mailing Address also” box to copy the Principal Address address.
Any address is acceptable regardless of location or PO Box.
Step 6: Business Email Address
Enter a preferred address where correspondence from the Secretary of State will be send regarding the LLC application.
Step 7: Fiscal Year End (Month)
Select the preferred ending month for the LLC’s fiscal year. Single-Member LLCs and LLCs taxed as a partnership should choose December.
The default end month is December by the state.
Step 8: Registered Agent
To have an LLC in Vermont, a Registered Agent must be identified. The Registered Agent can either be a resident of Vermont, a business entity or a Registered Agent service. 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.
If you are using a Registered Agent service, enter their name and select “Search”, otherwise select “Create Agent” to add a new record.
Step 9: Manager/Member Information
This section asks about the management style of the LLC.
- Member-Managed LLCs have an active involvement in the management and have authority to act on behalf of the LLC.
- Manager-Managed LLCs are hired by the members to run the LLC, similar to a CEO of a corporation. This is generally used when there are passive members in the LLC and the members do not actively manage or operate in the affairs of the business.
Most LLCs are member-managed.
The next question asks if the LLC has members at the time of filing. Select “Yes” or “No”.
The next section asking for the members/managers address is optional. Some filers won’t want to include their names because those names become part of public record. The downside of not include their names is it can make it more difficult to show ownership and do things like get licenses and bank accounts.
Step 10: 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.
Step 11: Certify
An organizer will need to certify the information being submitted is correct. An 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 any of the initial members can be listed as an organizer.
If you want the LLC to start immediately, choose “This statement will be effective as of the date of this filing”. If you want the LLC to start later, choose “the effective date requested for this statement will be date” where you can enter a date less than 90 days in the future. 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 isn’t going to 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.
Step 12: Review
Review that all the information is correct. If there are no corrections, click “Proceed to Pay”.
Step 13: Pay and File
Pay and file the Articles of Organization.
When filing online, the LLC is usually approved in 24-hours.
That concludes the basics of forming an LLC in Vermont. 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 Vermont, you may still need to apply for business licenses, sales tax permits, self-employment taxes and more in Vermont. See the Guide to Starting a Business in Vermont for more information.