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Forming an LLC in Massachusetts

A limited liability company, often simply referred to as an LLC, is a popular type of business structure for small businesses. It's best described as a combination of a sole proprietorship (or general partnership, if there's more than one owner) and a corporation. Its benefits include pass-through taxation and limited personal liability for its owners.

While an LLC requires more official steps to form compared to a sole proprietorship or general partnership, the process is much less complicated than starting and maintaining a corporation.

Massachusetts LLC Requirements

In Massachusetts, an LLC is formed at the time that the Certificate of Organization is filed with the Corporations Division, unless a later time for formation is designated in the Certificate. The Certificate of Organization must contain the following information:

  • The LLC's name;
  • Federal Employer Identification Number (if available);
  • The LLC's address in Massachusetts where the records will be maintained;
  • The general business the LLC will be engaged in;
  • The date the LLC will end (if specified); and
  • The name and business address for the agent for service of process.

The Certificate of Organization must also include the name and business address (if different from the office location) of each manager and any other person authorized to execute documents on behalf of the LLC.

For your convenience, FindLaw offers a Massachusetts LLC Formation Package with the forms you'll need to form your LLC in the state.

Forming an LLC in Massachusetts: Overview

While the procedure for forming an LLC is similar throughout the states, it's still important to learn the precise procedure in the state where you choose to form your LLC. The following table provides an overview of how to form an LLC in Massachusetts as well as links to relevant statutes and government agencies.

Statute(s) Massachusetts General Laws, Part I, Title XXII, Chapter 156C, Section 1, et seq. (Limited Liability Company Act)
Step-by-Step Process of Forming an LLC

Forming an LLC in Massachusetts requires the following steps:

  1. Choose a name that includes "limited liability company," "limited company", "LLC", "L.L.C.", "LC", or "L.C." and which isn't' the same or similar to another company.
  2. File a Certificate of Organization with the Massachusetts Secretary of State and pay the required filing fee.
  3. Appoint a resident agent, who would accept papers on behalf of the LLC if it's sued.
  4. Comply with any applicable Massachusetts business tax requirements.
State Agency in Charge of LLC Formation

The Secretary of the Commonwealth of Massachusetts is the government entity in charge of business organizations in the state.

Related Statute(s)

Massachusetts General Laws, Part I, Title XXII:

Note: State laws are always subject to change through the passage of new legislation, rulings in the higher courts (including federal decisions), ballot initiatives, and other means. While we strive to provide the most current information available, please consult an attorney or conduct your own legal research to verify the state law(s) you are researching.

Forming an LLC in Massachusetts: Related Resources

For additional information and resources related to this topic, please click on the links listed below.

Have Specific Questions About Massachusetts LLCs? Speak to a Local Attorney

While the links and information above provide a straightforward guide to staring an LLC in Massachusetts, you may still want the comfort of having an experienced legal professional guide you through the process. If you have questions or would just like some professional help starting your LLC in Massachusetts, it's best to consult with a skilled business organizations attorney in your area.

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