How To Fill Out The New Hampshire Certificate of Formation
Are you looking for guidance on filing the New Hampshire Certificate of Formation so you can launch your own Limited Liability Company (LLC)?
Here, I’ll lay out the steps you need to follow to fill out the Certificate of Formation and answer some common questions about New Hampshire LLCs.
Zenbusiness and IncFile are running a special where you only pay state fees for your LLC formation!
Steps To Fill Out The New Hampshire LLC Certificate of Formation
The New Hampshire Certificate of Formation (called the Articles of Organization in many states) is the official document filed with the New Hampshire Secretary of State, Corporations Division to establish a Limited Liability Company (LLC). After the filing is approved by the state, the business can officially begin operating and register for the necessary business licenses and permits.
To file the New Hampshire Certificate of Formation, you will need to submit the completed Form LLC-1 Certificate of Formation to the New Hampshire Secretary of State. The form can be downloaded and sent by mail or filed online.
To get started, visit the New Hampshire Secretary of State’s website and if you haven’t done so, create a new account.
Once logged in, select “Create a New Business.”
Then after selecting “I am creating a new Domestic Business/Trade Name (DBA), choose Limited Liability Company in the dropdown.
If you will need to hold a state occupational license in New Hampshire, such as an accountant, architect, veterinarian, etc., filing for a Professional Limited Liability Company (PLLC) is required instead of an LLC. Filing for a Professional LLC is very similar to that of an LLC.
Step 1: Pick a Name for the LLC
The first step in filling out the New Hampshire Certificate of Formation is to pick a business name.
There are a couple of requirements to be aware of when choosing a New Hampshire LLC name.
1. The name of your LLC must not be too similar to the name of another business entity already registered with the state of New Hampshire. You can verify name availability by doing a New Hampshire LLC name search with the New Hampshire Secretary of State to be sure the LLC name is available.
2. The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– or similar abbreviations
Enter the LLC name, including the identifier, to continue.
Next, while not as common, if you previously reserved an LLC name or if the Certificate of Formation was rejected due to a name conflict, click on the “Yes” button and enter your information.
Step 2: Indicate the Primary Purpose of the LLC
In this section, you will enter some basic information regarding the activities of the LLC.
To do this, you will enter the NAICS code of your business. The NAICS or North American Industry Classification System is a classification system to group businesses into similar industries for the primary purpose of tracking economic activity.
While businesses could often choose from several activities, select the one that best reflects what your business will do.
Step 3: Appoint a Registered Agent
Every New Hampshire LLC must have a registered agent who is responsible for receiving legal documents on behalf of the LLC.
You can either appoint an individual such as yourself as the registered agent or appoint someone else, such as a friend, or family member, or a business, such as a professional registered agent service. The registered agent must either be a New Hampshire resident (select “Individual”) or a business (select “Not-For-Profit” or “Business”) with a physical office in the state of New Hampshire.
The main requirements to be a New Hampshire registered agent are that they are an adult and be at a physical address during normal business hours.
Related: What is a New Hampshire registered agent?
Step 4: Choose the Management Structure
The next step provides information regarding whether the LLC is Manager-Managed or Member-Managed.
A Member-Managed LLC is involved with the day-to-day operations of the business. Many LLCs are operated and run by the owner, in which case, they would be Member-Managed.
A Manager-Managed LLC refers to a Limited Liability Company that hires a manager to run the business, similar to hiring a CEO of a corporation.
Step 5: Select the LLCs Duration
In step 5, you will enter the duration of the LLC. Most filers don’t have a specific end date in mind and would choose “Perpetual,” however some businesses will have a date in mind. If so, enter the end date.
Step 6: Provide a Business Email Address
Next, enter a business email address. I would recommend using an address that you check frequently, as this is the address the Secretary of State will send correspondence, such as the annual report reminder, if you select this option.
Step 7: Enter the Names of LLC Members and/or Managers
Enter the name(s), address(es), and title(s) of all the LLC Members and/or Managers. If the LLC is Member-Managed at least one Member should be added. If the LLC is Manager-Managed at least one Manager should be added.
Step 8: Upload Attachments
If there are additional items you wish to include regarding the formation of the LLC (not very common), attach them in this section.
Step 9: Enter the Principal Business Information
This section is looking for the Principal Office Address and Mailing Address
The Principal Office Address may be, but is not required to be, the actual place of the business to the physical street address, or the main location where the business records are kept. A physical address must be used, as PO Boxes are not acceptable.
A Principal Mailing Address can be used if a different address is preferred to receive correspondence from the Secretary of State. A PO Box can be used.
Step 10: Certify the Certificate of Formation
The person filling out the Certificate of Formation (usually called an Organizer) will certify the information provided is correct. An Organizer is someone who is involved with the LLC formation and may or may not be a member, such as a mentor, attorney, or accountant, but any of the initial member(s) could be an organizer.
Next the effective date of the Certificate of Formation will be entered. It’s common to choose “This statement will be effective on the date/time of electronic submission,” however you can select a date up to 90 days in the future to start the LLC.
Last, a signature of an Organizer is needed to file the Certificate of Formation.
Step 11: Review and Sign the Certificate of Formation
On the next screen, a final review of the information is presented. Take a look over this to make sure everything is correct.
Step 12: Pay and Submit the Certificate of Formation
Last, pay the state filing fee and submit the Certificate of Formation to the New Hampshire Secretary of State.
This material is property of StartingYourBusiness.com
New Hampshire LLC FAQs
How much does it cost to form an LLC in New Hampshire?
It costs $100 to start a New Hampshire LLC.
How long does it take to set up an LLC in New Hampshire?
The normal processing time for the state to process the Certificate of Formation is 3-7 business days for online filings and 3 weeks when filing by mail. If paying extra and filing in person it should be under 2 hours.
Does New Hampshire require an LLC to have an operating agreement?
Under New Hampshire law, statute § 304-C:41 states that a New Hampshire operating agreement is optional. Despite the operating agreement not being required, it is recommended to have one as it can help to prevent disputes among members and protect the LLC’s legal status.
Should I use an LLC formation service or do it myself?
Two of my top formation companies have a special offer where you can get your LLC formed without paying any additional fees (state fees still apply). Check out Zenbusiness and IncFile to learn more.
What is the difference between a domestic New Hampshire LLC and a foreign LLC?
A domestic New Hampshire LLC is an LLC that has formed as an entity in the state, while a foreign LLC is an out-of-state domestic LLC that wants to operate physically in the state of New Hampshire.
What business licenses are needed in New Hampshire?
The requirements for business licenses and registrations in New Hampshire vary depending on what the business does and where it’s located.
Here is a list of common business licenses in New Hampshire.
Do New Hampshire LLCs need an EIN?
Only New Hampshire LLCs that either have more than one member, will hire employees, or elect to be taxed as a partnership or corporation are required to get an Employer Identification Number (EIN).
The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number that is assigned by the Internal Revenue Service (IRS).
If the LLC isn’t required to get an EIN (though you can still get one), the LLC will use the social security number of the business owner.
Related: How to Apply for an EIN