How to Form an LLC in North Dakota
To start an LLC in North Dakota, you must file Articles of Organization with the North Dakota Business Registration Unit. You can file the document by mail. The Articles of Organization cost $135 to file. Once filed with the state, this document formally creates your North Dakota LLC. However, to actually ready the LLC to do business, you must complete several additional steps.
Everything You Need to Know About North Dakota LLCs:
North Dakota LLC Formation Options
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How to Start an LLC in North Dakota
To start an LLC in North Dakota, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Organization with the North Dakota Secretary of State, Business Registration Unit. You can file the document by creating a business account and e-filing, here. You can also mail in your Articles of Organization, but the old form is no longer provided by the state, so you’ll likely need to draft your articles using the state statutes. The articles cost $135 to file. Once filed with the state, this document formally creates your North Dakota LLC.
If you’re starting a new business, you probably already know what you want to name your LLC. But you’ll need to know if your preferred name is available. To find out, visit Secretary of State Business Search and search until you find the perfect name for your LLC.
Once you know who your registered agent will be and what your LLC name is, you’re ready to file your North Dakota Articles of Organization. Follow along with our filing instructions below:
Filing the North Dakota LLC Articles of Organization
Learn more about each Articles of Organization requirement below. The information you provide becomes part of the public record—permanently. That’s why we provide a free business address to list whenever possible throughout the filing to better keep your personal address private.
NOTE: North Dakota now uses an e-file system called FirstStop for its business filings. You can NOT use this system if your articles include any additional provisions that aren’t required by law. If they do, you must self-draft your articles and file them by mail. If they don’t, but you want to file by mail using a check you can complete the FirstStop form and select “Print and Mail” on the final step.
Or, simply hire us to incorporate your North Dakota business. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private. Prefer to start a business on a budget? Pay just $38 out the door with our VIP monthly payment option.
1. LLC Type
You’ll need to select whether you’re forming a regular LLC or a Farming/Ranching LLC. If your business engages in farming or ranching, tick the farming box and also complete an Initial Report for Farming or Ranching.
2. Company Name
Your name must include “Limited Liability Company” or an abbreviation. Most businesses go with “LLC.” You can’t use any words that could suggest you’re a bank, like “banking” or “trust.” (So abandon your dreams of naming your cycling outlet “Joe’s Off-Road Bicycle Bank.”)
3. Principal Office
This street address is the official address of your LLC and can’t be a PO Box. Hire us as your registered agent, and you can use our North Dakota address as your principal address—and better keep your personal information private.
4. Registered Agent
Your North Dakota registered agent must be available during business hours to accept legal notices for your LLC. You can list yourself, someone else, or a service like Northwest. Naturally, we recommend Northwest.
5. Registered Office
If you have a noncommercial agent, list the address where the agent will be available to accept legal notifications. This North Dakota street address will become part of the permanent public record of your LLC. Or, hire a commercial registered agent like us and skip making more person info public. Our address is already on file with the Secretary of State.
6. Formation Date
Most businesses begin their existence as soon as their articles are approved. If you want to push off your start date a bit (maybe if the next tax year is just around the corner), you can list a date up to 60 days in the future.
You can skip this box if you want your LLC to continue existing indefinitely. If you’d rather put a self-destruct timer on your business, you can enter an end date for your North Dakota LLC here.
8. Business Purpose
This section is less existential than it sounds. Your purpose is why your LLC was created (meaning what activities it will engage in). Most LLCs put a general purpose, stating that LLC is organized for any lawful purpose in the State of North Dakota.
Your organizer is just the person who completes and submits your articles. Organizers are required to put their name, address and signature. This doesn’t have to be anyone within your LLC—when you hire Northwest, we’ll put our information in this section, helping you keep your personal info private.
Why Have a Registered Agent Form Your North Dakota LLC?
Professionals in North Dakota hire registered agent services like Northwest Registered Agent to start an LLC—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. Our office is in Fargo. We’re on a first name basis with the people who work in the Business Registration Unit. We know all the fastest filing methods, which translates to fast, professional service—without extra fees.
As your registered agent, we list our Fargo registered office address on your LLC’s formation documents. Why? If you’re starting a business from your house in Rugby, do you really want your home address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding, Business Address and More
At Northwest, we do everything a registered agent should do and more. You can list our address as your business address on your state filings. We include limited digital mail forwarding with registered agent service (up to 5 pieces of regular mail per year; $15 a doc after that).
Plan on accepting credit cards? We also offer a Free Credit Card Processing Consultation. Our specialists work with processors to negotiate low rates and better contracts for our clients.
And now, try our in-house Northwest Phone Service for 60 days, free of charge with our formation service. Get a virtual phone number with your choice of area code, make and receive calls from any device, and more—for just $9 a month.
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your LLC in North Dakota. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My North Dakota LLC Is Formed?
After your North Dakota Articles of Organization are approved, you still have a few more important steps to take, including getting an EIN, drafting an operating agreement, opening a bank account, funding the LLC and learning about state reporting and tax requirements.
Get an EIN
An EIN (“Employer Identification Number”) is a federal tax ID assigned to your business by the IRS. The IRS uses your EIN to easily identify your business on tax filings.
Does a North Dakota LLC need an EIN?
Hiring employees? Filing certain federal excise returns? You’ll need an EIN. Even just to open a bank account for your business, you’ll nearly always need an EIN. You can apply for one for free on the IRS website, so there’s really no reason not to get one. You also have the option of using your EIN in some cases where you’d otherwise have to use your personal social security number, like establishing credit with a vendor or filing some local taxes.
How do I get an EIN for my LLC?
You can apply for an EIN directly from the IRS at no cost. Most businesses are able to apply online, but if you don’t have a social security number, you’ll need to apply with a paper form. Want one less thing to do? Add on EIN service when you hire us, and we’ll get your EIN for you. Or choose our VIP service—an EIN is included.
Write an LLC Operating Agreement
Operating agreements put into writing how your business actually operates—how much each member invested, how profits and losses will be allocated, how voting works, and what happens if there’s a dispute or if the whole business (knock on wood) falls apart.
Do I need an operating agreement for a North Dakota LLC?
The North Dakota Uniform Limited Liability Act does not specifically require an operating agreement, though it closely defines the definition, scope, powers, and limitations of an operating agreement, which should give you an indication of the importance of one.
Really, an operating agreement isn’t just annoying paperwork. It’s one of your LLC’s most important internal documents, and creating one can help your LLC with everything from opening a bank account to handling major events from mergers to dissolution.
What should be in an operating agreement?
An operating agreement should explain how the business will handle “big picture” situations—everything from allocating profits and losses to dissolving the business. Below is a list of common topics that operating agreements should cover.
Profits, losses, and distributions
Voting rights, decision-making powers, and management
Transfer of membership interest
Dissolving the business
Your operating agreement can cover pretty much anything as long as it isn’t contrary to North Dakota law. Topics not allowed to be changed in the operating agreement are listed in the North Dakota statute §10-32.1-13(3), which forbids actions such as restricting access to records and eliminating obligations of good faith.
How do I write an operating agreement?
To write an operating agreement, you need to address how your business will handle money, members, votes, management, and more. Not sure how to get started? At Northwest, we’re here to help your LLC get off on the right foot. When you hire us, we provide your business with a free LLC operating agreement, specific to your management style. We’ve spent years developing these agreements and other free LLC forms—which have been used by over a million LLCs.
Open an LLC Bank Account
Your LLC needs its own bank account. Why? An LLC gets its limited liability from being a distinct entity, separate from its members. If you mix personal and business finances, you could lose your liability protections.
How do I open a bank account for my North Dakota LLC?
To open a bank account for your North Dakota LLC, you will need to bring the following with you to the bank:
A copy of the North Dakota LLC Articles of Organization
The LLC operating agreement
The LLC’s EIN
If there are multiple members in the LLC, you may also want to bring an LLC resolution to open a bank account that states that the person going to the bank is authorized by the members to open the account in the name of the LLC. Northwest can help with this as well—LLC bank resolutions are one of the many free legal forms we provide to ensure you can get your LLC started fast.
Fund the LLC
Time to put some money in that new LLC bank account. What money? For starters, your initial contributions to your LLC’s capital. LLC members are owners, and each owner needs to pay for their membership interest to fund the LLC.
What is membership interest?
Membership interest is your percentage of ownership of the LLC. Membership interest is normally proportionate to your investment. So how does this work?
Imagine your LLC has 5 members. 4 members each invest $1,000 in the business. One member invests $6,000. The total contribution of all members is $10,000. The 4 members each own 10% of the business. The moneybags member who shelled out $6,000 owns 60% of the business.
Typically, this also means that the 4 members would each get 10% of any profits, and moneybags would get 60%. Exactly how profits and losses are allocated, however, can be adjusted in the operating agreement as long as changes are in line with IRS requirements and North Dakota laws.
File North Dakota Reports & Taxes
North Dakota LLCs are required to file a state report each year. This report is basically an information update you file so the state knows who currently runs things and how to contact your business. North Dakota LLCs are also subject to state tax filing requirements.
How much is the North Dakota Annual Report fee?
The fee for the North Dakota Annual Report is $50. The real killer, however, is the late fee. If your report is more than 60 days late, you’re stuck with a $100 penalty—per year. Fail to file for six months, and the state will dissolve your LLC. Yikes.
When is the North Dakota Annual Report due?
Your North Dakota Annual Report is due November 15th. This weird filing time is hard to remember. Afraid you’ll forget? When you sign up for Northwest, we send you reminders for your annual report due dates. Want one less thing to worry about? With our business renewal service, we can complete and submit your annual report for you for $100 plus the state fee.
What should I know about North Dakota LLC taxes?
North Dakota has one of the lowest personal net income tax rates in the country, ranging from 1.1% to 2.9%. The state also has a 5% sales tax—although cities and counties can stack on local sales taxes as well. North Dakota also has different tax rates for different types of purchases. Please refer to the North Dakota website for specifics. The maximum total sales tax tops out at 8.5% (which you can find in Tioga), but the average total sales tax is 5.7%.
Property taxes are also worth a note—North Dakota has a fairly low property tax rate of 1.01%. If you do decide to invest in North Dakota property, your attorney will likely advise creating an LLC to protect your personal assets. At Northwest, we can form your North Dakota LLC for as low as $360. Or, pay just $38 out the door with our VIP monthly payment option.
Do LLCs have to register with the North Dakota Tax Commissioner?
Yes, LLCs taxed as partnerships that derive income or have employees in the state of North Dakota are required to register with the North Dakota Tax Commissioner. You can register online with the North Dakota Tax Commissioner or by filing Form 58 by mail.
North Dakota LLC FAQs
How can I submit the North Dakota LLC Articles of Organization?
You can file North Dakota articles online or by mail. Online filings can be done via FirstStop. Self-drafted articles can be submitted to the following address:
Secretary of State
Business Registration Unit
600 E. Boulevard Avenue Dept 108
Bismarck ND 58505-0500
How much does it cost to start a North Dakota LLC?
The filing fee for your North Dakota LLC Articles of Organization is $135.
Hire Northwest for a one-time fee of $360, including state filing fees, a year of registered agent service, limited mail forwarding and loads of useful forms and tools to help get your North Dakota LLC up and running. Or, pay just $38 out the door with our VIP monthly payment option.
How long does it take to start a North Dakota LLC?
When you e-file your articles of organization it takes one to two weeks to process. If you have additional provisions that need to be included or otherwise need to file by mail, you will need to self draft the articles using the state statutes. Doing this also increases processing time by several days, and can further lengthen the process if corrections need to be made as the state will contact you regarding those corrections by mail.
If you hire Northwest to start your LLC, we file online and typically have your North Dakota LLC formed within two weeks.
Does a North Dakota LLC need a business license?
North Dakota doesn’t have a general statewide business license, but the state does issue licenses for specific activities, such as selling fireworks. Some cities and counties have their own licensing requirements as well. For example, Fargo requires local licenses for a variety of businesses, including haulers, excavators, and taxi services.
Need an EIN or a certified copy of your Articles of Organization for your license applications? Northwest can help. You can easily add on these items to your LLC formation order.
Can a North Dakota LLC help me live more privately?
Yes. While you can’t remove all ownership information from North Dakota public filings (like you can in states like New Mexico, Delaware, and Wyoming), a North Dakota LLC can still help you reduce your public footprint. You can maintain a significant degree of address privacy by listing our address on public docs instead of your own. Check out our page on living privately with an LLC to learn more.
What is a foreign North Dakota LLC?
A foreign North Dakota LLC is any LLC formed outside of North Dakota but registered to do business in the state. For example, if you formed an LLC in Montana but wanted to conduct business in North Dakota as well, you would register as a foreign LLC in North Dakota by filing a Certificate of Authority with the North Dakota Secretary of State. Like domestic LLCs, foreign LLCs in the state have to file annual North Dakota annual reports. Northwest can register your foreign North Dakota LLC for you today!
How can I get a North Dakota phone number for my LLC?
It’s a conundrum: you need a local number to display on your website and give to customers, but you don’t want to make your personal number quite so…public. We get it. And we’ve got you covered with Northwest Phone Service. We can provide you with a virtual phone number in any state—plus unlimited call forwarding and tons of easy-to-use features. You can try Phone Service free for 60 days when you hire us to form your LLC, and maintaining service is just $9 monthly after that. No contract required.
How to Order LLC Formation Service
Our North Dakota LLC formation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
With Northwest, we give you flexibility on how to pay. You can pay all the fees up front (this includes one full year of registered agent service). Or, pay just $38 out the door with our VIP monthly payment option. With our VIP option, we also include an EIN. Just choose one of the buttons below, answer a few easy questions about your business and submit your payment.
We’ll prepare your North Dakota Articles of Organization and send them to the Secretary of State for approval. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the North Dakota Secretary of State, Business Registration Unit has approved your filing, we notify you that your North Dakota LLC has been legally formed. You can now take any necessary next steps, like getting an EIN and opening a bank account.