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How to form a Nevada LLC

4 min read
How to form a Nevada LLC

Why Nevada appeals to entrepreneurs

Nevada offers no corporate income tax, privacy-friendly filings, and robust asset protection statutes. The state does, however, require an initial list of managers or managing members and a state business license. Knowing the sequence of filings helps you avoid late fees and keeps your LLC in good standing.

Step 1: Choose an LLC name

Nevada requires LLC names to include “Limited Liability Company,” “LLC,” or “L.L.C.” Check availability using the Secretary of State’s business search. If you want to reserve the name for 90 days, file the Name Reservation Request and pay the 25 dollar fee. Evaluate trademarks and secure domain names to protect your brand identity.

Step 2: Designate a Nevada registered agent

The registered agent must maintain a physical street address in Nevada and be available during business hours. Most remote founders hire commercial registered agents who forward mail and send compliance reminders. Fees typically range from 99 to 150 dollars annually. Update the Secretary of State promptly if the registered agent changes by filing the Statement of Change of Registered Agent.

Step 3: File Articles of Organization

Submit the Articles of Organization online or by mail using the SilverFlume portal. The filing fee is 75 dollars. Provide the LLC’s name, registered agent, management structure, and dissolution date (if any). Nevada allows you to include optional provisions but keeps member names off the public record unless you list them voluntarily. Online filings often process within one business day.

Step 4: File the Initial List and obtain the state business license

Within the same formation session, Nevada requires every LLC to file an Initial List of Managers or Managing Members and obtain a state business license. The Initial List fee is 150 dollars, and the business license fee is 200 dollars. Complete both filings through SilverFlume immediately after submitting the Articles of Organization to avoid missing the deadline. These filings must be renewed annually.

Step 5: Draft an operating agreement

While Nevada does not require operating agreements, maintaining one helps demonstrate separateness from personal affairs and clarifies governance. Outline ownership interests, voting rights, capital contributions, management authority, and profit distribution. Include provisions for adding members, handling buyouts, and resolving disputes. Keep the signed agreement with your records; you do not file it with the state.

Step 6: Obtain an EIN and register for taxes

Apply for an Employer Identification Number through the IRS. Nevada has no state income tax, but you must collect sales tax if you sell taxable goods or certain services. Register with the Nevada Department of Taxation to obtain a sales tax permit and set up accounts for modified business tax (a payroll tax) if you have employees. Determine whether local business licenses are required in cities such as Las Vegas or Reno.

Step 7: Open bank accounts and establish bookkeeping

Provide the Articles of Organization, EIN letter, Initial List, business license, and operating agreement when opening bank accounts. Draft resolutions authorizing signers. Implement accounting software to track sales tax, payroll liabilities, and member distributions. Accurate records support your liability shield and simplify annual renewals.

Protect privacy and liability

Nevada allows nominee managers and does not require member information on public filings, but banks and regulators may still request beneficial ownership data. Store operating agreements, membership ledgers, and meeting minutes in a secure repository. Keep personal and business finances separate, sign contracts in the LLC’s name, and maintain adequate insurance coverage. If you plan to raise capital or transfer interests, update the operating agreement to reflect approval procedures and valuation methods.

Annual renewals and ongoing compliance

Nevada requires LLCs to file an Annual List of Managers or Managing Members and renew the state business license every year by the last day of the anniversary month of formation. The combined filing fee currently totals 350 dollars. Late filings incur significant penalties, so add reminders to your compliance calendar. Update the Secretary of State if you change registered agents or management structure, and maintain accurate internal records of member decisions.

Foreign qualification

If your Nevada LLC operates in other states, register as a foreign entity in those jurisdictions. Conversely, foreign LLCs expanding into Nevada must file an Application for Registration of Foreign Limited-Liability Company and pay the associated fees. Noncompliance can lead to fines and limit your ability to litigate in Nevada courts.

Dissolution procedures

When dissolving, file the Certificate of Dissolution and pay any outstanding fees or taxes. Cancel state and local business licenses, close tax accounts, and retain records for at least seven years. Notify creditors, landlords, and major partners of the dissolution to document the timeline.

Build a compliance calendar

Create a calendar that captures the annual list and business license renewal, sales tax returns, payroll filings, and registered agent renewals. Review the calendar quarterly to ensure the responsible parties remain assigned and deadlines are met. With a disciplined compliance routine, your Nevada LLC can capitalize on the state’s business-friendly environment.

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