How To Form an LLC In South Dakota
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1. Choose a Name for Your South Dakota Limited Liability Company
Check for an Available Name for the LLC in South Dakota: Choosing a name for your LLC is one of the first things that you need to do before filing Articles of Organization in South Dakota. You should take care to select a name that is not in use by another LLC in South Dakota. Do a search of online databases and other official registers to be sure that the name that you have selected is not already in use. If you visit the official website of the South Dakota Secretary of State at South Dakota LLC you can search a database of business entities.
Reserve a Name for Your South Dakota LLC: Reserving a name for your LLC is not mandatory in South Dakota, but you might want to reserve a name before you file to form your LLC if you do not plan to file right away. You can download the name reservation application for LLCs here: South Dakota LLC. The filing fee is $25.00 and the name remains reserved for a period of 120 days.
Filing for Trademarks Protection and Doing an LLC Name Search: There is a possibility that the name that you choose for your LLC is available in South Dakota but in use by an LLC elsewhere. You may run into restrictions on your use of the name. An attorney can advise you on what these restrictions may be and how you can take steps to protect the name that you have chosen. Go to _____________ to find more information on choosing a name for your LLC.
South Dakota LLC Name Requirements: The name of your South Dakota LLC will need to include the designation "LLC," “L.L.C.,” or "Limited Liability Company.” “LLC” stands for “Limited Liability Company,” never “LLC Corporation, “Limited Liability Corporation,” or anything else that indicates a corporation. An LLC is not a corporation—it is a distinct type of business entity.
2. Find a Registered Agent in South Dakota
Choosing your registered agent is another important step in your preparation to form your South Dakota LLC. The registered agent that you indicate in your Articles of Organization will act as an agent for service of process and will receive all tax forms and other official documents for your LLC. There are several corporate services companies in South Dakota that can provide registered agent services to your LLC for a fee of around $75.00 to $150.00.
3. File Articles of Organization with the South Dakota Secretary of State
Minimum Requirements for the Articles of Organization: The Articles of Organization that you file for your South Dakota LLC needs to include the name of your LLC, the street address of your initial registered office, the name and street address of your registered agent, and the name and address of each of the organizers. You also need to state whether the LLC will be managed by a manager or by the members. The Articles of Organization must be signed by each of the organizers. You may download a form for this document online at South Dakota LLC.
Other South Dakota Legal Provisions: Before you submit your Articles of Organization, consider including some additional provisions. A lawyer can advise you on which additional provisions will be most beneficial and important for your company.
Where to Submit the Articles of Organization for Filing: Send your signed Articles of Organization to the Secretary of State Office, 500 E. Capitol Ave, Pierre, SD 57501.
Filing Fee: The filing fee for Articles of Organization in South Dakota is $150.00.
4. Form a South Dakota Limited Liability Company Agreement (Operating Agreement)
You form an LLC in South Dakota by filing Articles of Organization, but the document that actually governs the day-to-day operations of your LLC is the LLC Agreement. Your LLC Agreement will govern your LLC and the actions of its members similar to the way that by-laws govern a corporation. An LLC Agreement should be specific to the requirements of the company. As you are drafting your LLC Agreement, stop to reflect on the purpose of your LLC. Was your LLC formed to run a technology start-up, a desktop publishing company, or another kind of business? Think about other issues such as how new members will be admitted and how members will be organized, what the voting procedures will be, and how money will be distributed. Consider whether the owner will be the principal investor of capital or whether you plan to seek outside investors. You may also want to consider what will happen if you eventually decide to sell the company, incorporate, or dissolve the LLC. LLC Agreements can be complex, so it is recommended that you seek professional assistance from a lawyer and an accountant when it is time to create your LLC Agreement so that you can be sure to comply with all state requirements and federal tax laws.
After creating your LLC Agreement, you will need to prepare to make securities filings for your LLC, obtain an EIN from the IRS, and apply for a business license in the city where you will be doing business. Some corporate services companies in South Dakota provide assistance with these filings for a fee. Go to http://www.cityapplications.com/business-licenses.html to find more information on how to get a business license in your city.
5. Qualify Your South Dakota LLC to Do Business in Other States
Your LLC must either qualify or register before you can do business in most other states. You most likely will need to qualify your LLC before you can do business in your home state if the main office of the company is located in another state. Be prepared to pay taxes in your home state when you do business in other states. Go to [Qualifying to Do Business in Other States] to find more information on how to qualify your LLC to do business in other states.
6. Make Annual Filings and Pay Annual Taxes in South Dakota
South Dakota requires an annual report from your LLC. Go to South Dakota LLC to download the form for this report. You must file a tax report annually and pay the required taxes for your LLC. Go to the official website of the South Dakota Department of Revenue at South Dakota LLC to find more information about the taxes that will apply to your LLC.
The process of forming an LLC in South Dakota can be complicated. It is recommended that you seek professional assistance from an accountant and an attorney so that you can be confident that an LLC is right for you and that all your paperwork is being processed correctly.This article is for informational purposes and does not constitute legal, financial or tax advice. This information is derived from various sources and should not be relied on as an official source of information. All information should be independently verified. You should consult a legal or accounting professional before incorporating your business.
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This site is for informational purposes only and does not constitute legal, financial or tax advise. The information on this site should not be relied upon as an official source of information and should be independently verified.