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The Limited Liability Company (LLC) is a popular business entity choice structure for many businesses starting Wisconsin. 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 Wisconsin 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.

Related: How Does an LLC Protect You?

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 Wisconsin is fairly straightforward, but it’s nice to have some support in case you have questions or get stuck.  IncFile and Inc Authority provide LLC formation guidance for only the cost of the state fees!

Related: Should you use a Formation Service, Hire an Attorney or Do it Yourself?

To form a Limited Liability Company in Wisconsin, file the Articles of Organization with the Wisconsin Department of Financial Institutions.  The LLC filing fee online is $130 and $170 by mail.

Approval for the LLC is typically around five days. Expedited service is available for an additional $25 which only takes 24-hours.

 

HOW TO FILE THE ARTICLES OF ORGANIZATION AND FORM A WISCONSIN LLC

The steps for filing online or by mail are largely the same.  The screenshots show how to file online.

How to Form an LLC in Wisconsin

Article 1: Name of Domestic Limited Liability Company

Enter the name you want for the LLC.  The name of the LLC has to differ from other entity names registered with the Department of Financial Institutions.  You can also check on available LLC names in Wisconsin 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 Co.
  • L.L.C.
  • LLC

Pay careful consideration to any periods as a missing period may impact the approval of the Articles of Organization.

A comma may be used after the business name and before the designator.  “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.

Enter the name along with the designator you would like to use and click on “Check Name Availability”  A new page will open indicating whether the name is available or not.  Even if the search comes back with the name is available, the Department of Financial Institutions’s office will also review it to be sure it isn’t being used by someone else or that it is too similar to another name.

Before settling on a name, you may want to do a domain name search to try and match your business name and website address.

Wisconsin LLC Name Reservation

 

Article 2: Purpose

Generic language stating the the LLC is organized under Chapter 183 of the Wisconsin Statutes.  This language is needed in order to form an LLC in the state and no action is needed.

Article 3: Registered Agent Name

To have an LLC in Wisconsin, a Registered Agent must be identified.  The Registered Agent act as a single point of contact to receive legal documents, tax notices, summons, subpoenas, etc on behalf of the LLC.  The agent can either be a resident of Wisconsin, a Wisconsin registered entity which could be an attorney, accountant, etc. or a Registered Agent service.

If it’s an individual, enter their name.  If it’s not an individual, click “Select Entity” to search the name in the state’s database.

Wisconsin LLC Registered Agent

 

Article 4: Registered Office Address

The Registered Agent must have a physical address in the state and PO Boxes are not allowed.  This address may be the address of the LLC, but it doesn’t have to be.

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.

Enter the address information in the address fields.

WI Registered Office Address

Article 5: Management

This section asks if the LLC is Member-Managed or Manager-Managed.

  • 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.

Select Manager(s) or Member(s) and “Next”

Wisconsin Manager vs Member-Managed LLC

 

 

Article 6: Organizer Information

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 any of the initial members can be listed as an organizer.

Enter the name and address of each organizer.

Drafter

The drafter is the person who entered the information into the Articles of Organization and their name needs to be included in this section.  This is likely one of the members, attorney or entity formation service.

Delayed Effective Date

This is an optional section, but if you want the Limited Liability Company to start on a later date, click the “Declare Delayed Effective Date” button and then 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.

By not selecting anything, the effective date will be the date when the Department of Financial Institutions files the Articles of Organization.

Wisconsin delayed effective date llc

 

Signature

Have at least one organizer sign the document by selecting their name.  Click “Next” and enter their name, address, email and phone number.

Those signing will be the point of contact should there be any issues with the filing of the Articles of Organization.

Review

Review that all of the information is correct.  If there are no corrections, click “Next”

 

Pay and File

Pay and file the Articles of Organization.

Tasks After Forming Your 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.

Prepare an Operating Agreement

The operating agreement is a 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.

Most states do not require an LLC to have an operating agreement but it is still worth considering. Without an operating agreement:

  • The LLC could be subject to generic state rules that may be detrimental in the event of a lawsuit
  • Member’s personal liability protection may be diminished
  • Members may not have a full understanding of their roles and responsibilities which could lead to costly disputes in the future

Related: Wisconsin operating agreement template

Obtain an EIN

The EIN or Employer Identification Number is a unique 9-digit number for a business. Similar to a social security number for an individual, the EIN identifies business entities for tax purposes.  

The EIN will be needed in order to open a bank account, register for business licenses and permits, file tax returns, pay payroll taxes and more. 

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.
  • Depending on the age of the LLC, a Wisconsin 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 a variety of business licenses and permits to register for before starting. Some common registrations include:

  • Business License – Some cities require businesses to obtain licensing before they can start. In some cases, even home-based businesses must have licensing in order to legally operate. 
  • Professional License – Certain services such as barbershops, accountants, salons and others must be licensed.
  • Seller’s Permit – In order to sell products and certain services, registration with the Wisconsin Department of Revenue will be necessary.

Related: What Business Licenses are Needed in Wisconsin?

File Annual Reports

LLCs are required to file an annual report with the Wisconsin Secretary of State.  The annual report updates ownership information and other details.

Related: How to File a Wisconsin LLC Annual Report