How to Form an LLC in New Jersey

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

Organizing your business as a "limited liability company" or LLC can provide your business with several advantages. If you're considering forming an LLC, you need to be aware of the steps to take to ensure a successful formation. This article describes how to form an LLC in New Jersey, including a link to necessary documentation, links to relevant New Jersey statutes, and the specific steps required to form an LLC.

Forms for New Jersey LLC Formation

Just like forming a corporation, forming an LLC requires filing documentation. However, it's a fairly easy process. You can use FindLaw's New Jersey LLC Formation Package to access the forms needed to complete the process.

Characteristics of an LLC

The LLC or "limited liability company" combines aspects of a corporation and a partnership. Like a corporation, an LLC has the advantage of protecting its owners' personal assets from the company's liabilities and debts. In other ways an LLC mirrors a partnership as, for instance, it provides for the availability of flow-through taxation to LLC members. Unlike a partnership, however, there are several steps to follow in the formation process.

How to Form an LLC in New Jersey: An Overview

Forming an LLC doesn't vary drastically based on the state. However, the laws are state-specific, so it's important to follow the rules appropriate for the relevant jurisdiction. The chart below provides a helpful step-by-step overview of how to form an LLC in New Jersey, with links to relevant statutes.

Statutes

New Jersey Statutes Title 42 Partnerships and Partnership Associations:

  • Section 2C-18 (certificate of formation)
  • Section 2C-17 (agent for service of process)
  • Section 2C-26 (annual reports)

Name the LLC

New Jersey LLC names must:

  • Contain the "Limited Liability Company" or or the abbreviation "L.L.C.";
  • The name must be distinct from the names of other New Jersey businesses registered.

Search the New Jersey Business Record Service Name Database to check for name conflicts.

File an Application for Reservation of Name with the Division of Revenue and Enterprise Services Central Forms Repository. Along with a fee, you can file the form online or via mail.

Appoint a Registered Agent

New Jersey LLCs must have a registered agent for service of process if the LLC is sued. The agent must:

  • Have a physical street address in New Jersey; and be either
  • An individual who is a New Jersey resident, or
  • A domestic or foreign business entity authorized to do business in New Jersey.


File a Certificate of Formation

You must submit a Public Records Filing for a New Business Entity with the New Jersey Department of Treasury, Division of Revenue & Enterprise Services. 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 the
  • Dissolution date of the LLC (if that applies).

You may use the Division of Revenue's form and can file this by regular mail or fax or you may pay additional fees to file online and pay with a credit card.

Create an Operating Agreement

Although New Jersey doesn't require them, it's a good idea that you create an operating agreement.

Comply with Other Tax and Regulatory Requirements and Determine Necessary Business Licenses/Permits

All New Jersey LLCs and foreign LLCs authorized to do business in New Jersey must register with the New Jersey Division of Revenue.

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

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.

Annual Reporting Requirement

After you have formed your New Jersey LLC, you must file an annual report as part of the maintenance of the LLC. The report must be filed each year on the anniversary month of the LLC's formation.

How to Form an LLC in New Jersey: Related Resources

If You're Ready to Form a New Jersey LLC, Get an Attorney's Help

Forming a New Jersey LLC is typically done with ease. However, you might need help that extends beyond completing paperwork. If you have complex formation issues or need help with developing an operating agreement, turn to a New Jersey business attorney for help.

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