Forming an LLC in Nevada

Created by FindLaw's team of attorney writers and editors.

When you start a business, there are countless decisions you need to make to ensure your company's success. One of the first things that you should think about is the structure you'll use to organize your business. If you decide that forming an LLC works best, then you'll need to complete all the necessary formation steps to get your business off the ground. This article discusses forming an LLC in Nevada and includes links to required forms and relevant state statutes.

Forms for Nevada LLC Formation

A Nevada LLC is easily formed by completing and filing specific forms with the state. You can use FindLaw's Nevada LLC Formation Package to obtain the documents you'll need.

Benefits of Forming an LLC

"LLC" stands for "limited liability company." This refers to the advantage of individual protection from general liability (like contracts, debts, and acts) of other members and employees of the company. Another feature of the LLC is that it provides owners/members the tax advantage (similar to a partnership) of "pass-through" taxation.

Overview of Forming an LLC in Nevada

Forming a Nevada LLC isn't very different from forming an LLC in any other state, but you must comply with Nevada law. Read the chart below for an overview of forming an LLC in Nevada, including links to relevant statutes.

Statutes

Nevada Revised Statutes Title 7. Business Associations; Securities; Commodities:

  • Section 86.176 (name of company: reservation)
  • Section 86.211, 86.022 (articles of organization)
  • Section 86.231 (registered agent)

Name the LLC

Nevada law requires that the LLC name must:

  • Contain the following words: "Limited-Liability Company", "Limited Liability Company", "Limited Company", "Limited"; or
  • Approved abbreviations "Ltd.", "L.L.C.", "LLC", or "LC." and
  • Be different from the names of existing businesses that are already registered with the Nevada Secretary of State.

You can check the Nevada Business Name Database for name conflicts.

You may file to reserve your LLC name for 90 days by paying a fee. The application may be filed online using Nevada's Business Portal Silverflume or via regular mail.

Select a Registered Agent

You must appoint a registered agent for your Nevada LLC. The agent will accept legal documents if the company is sued.

The registered agent must have a physical street address in Nevada and:

  • Be a Nevada resident; or
  • A business entity authorized to do business in Nevada.


File Articles of Organization

You must file the Articles of Organization with the Nevada Secretary of State. The filing (which includes fees) must include the following information:

  • The LLC's name and address;
  • The LLC's purpose;
  • The registered agent's name, address and signature;
  • The name and address of every manager or managing member;
  • Name, address and signature of every organizer; and
  • The LLC's dissolution date (if applicable).

You may file online or via regular mail.

Create an Operating Agreement

Although Nevada doesn't require them, it's advisable to create an operating agreement.

Comply with Tax and Regulatory Requirements

If your company has employees, you must register with the Nevada Department of Taxation (DOT) and the Nevada Employment Security Division (ESD).

If your LLC has more than one member, then you must apply for an Employer Identification Number (EIN).

Determine Necessary Business Licenses/Permits

You may also have to obtain local and state business licenses, depending on the type of business and the location.

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.

Foreign LLCs

All LLCs organized outside of the state must register with the Nevada Secretary of State to do business in the state. All foreign LLCs must appoint a registered agent for process of service who is physically located in Nevada.

Annual Reports

To maintain the LLC after its formation, you must file an annual report which lists the LLC's officers, directors, and its registered agent. The annual list is due by the last day of the first month after the filing of the articles of organization. For foreign LLCs, the list must be filed by the last day of the first month after the filing of the Application for Registration of Foreign Limited Liability Company.

Forming an LLC in Nevada: Related Resources

Need Help Forming a Nevada LLC? Find an Attorney

If you're forming an LLC in Nevada, you can probably complete the process on your own with the right forms. However, there may be other legal issues you need to address like, for example, how you should draft your operating agreement. There are experienced Nevada attorneys near you who can help set you up on the right track. Get in touch with one today.

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