How to Form an LLC in North Dakota

Select a unique business name that complies with North Dakota naming requirements and verify availability through the official state database. Your LLC name must include 'Limited Liability Company,' 'LLC,' or 'L.L.C.' and be distinguishable from existing North Dakota businesses. The name cannot imply illegal activities or purposes other than those stated in your Articles of Organization. All business names must be expressed in English. Search the North Dakota FirstStop business portal thoroughly using multiple variations of your desired name. Consider trademark searches through the USPTO database to avoid future conflicts. Check domain name availability for consistent online branding. If you need time to prepare formation documents, you can reserve your name through the Secretary of State.

Select a registered agent who will receive legal documents and official correspondence on behalf of your LLC. The registered agent must have a physical North Dakota street address (no P.O. boxes) and be available during normal business hours (9 AM to 5 PM) Monday through Friday. You can serve as your own registered agent if you're a North Dakota resident, but this makes your personal address public record and requires consistent availability. Professional registered agent services provide privacy protection, ensure reliable document receipt, and allow geographic flexibility. North Dakota distinguishes between commercial and non-commercial registered agents, but this doesn't affect service quality - only whether they maintain a listing with the Secretary of State.

Submit your Articles of Organization to the North Dakota Secretary of State to officially form your LLC. The required state filing fee is $135. You can file online through the FirstStop portal, by mail, or in person. Processing typically takes about 5 business days. Include your LLC name, principal executive office address, registered agent information, organizer details, and business purpose. You can specify the existence period (choose 'indefinite' for perpetual existence), effective date (immediate or up to 90 days in the future), and LLC designation (standard, farm, professional, or nonprofit). For Professional LLCs (PLLCs), additional requirements apply for licensed professionals. Consider professional formation services if you want assistance with document preparation.

Apply for your federal Employer Identification Number (EIN) through the IRS, which serves as your business's tax identification number. An EIN is required if your LLC has employees, multiple members, or elects corporate tax treatment. Most banks also require an EIN to open business accounts even for single-member LLCs. The IRS provides free online applications available Monday through Friday during business hours with immediate approval. Single-member LLCs without employees can use the owner's Social Security Number for tax purposes, but an EIN provides better privacy and professional credibility. Avoid third-party services that charge fees for this completely free government service.

Draft a comprehensive operating agreement that defines how your LLC will be managed and operated, even though North Dakota law doesn't require this document for filing. The operating agreement should specify member ownership percentages, profit and loss distribution methods, management structure (member-managed vs. manager-managed), voting rights and procedures, member meeting requirements, procedures for adding or removing members, and dissolution procedures. This internal document protects the LLC's limited liability status and prevents disputes between members. Single-member LLCs should still create operating agreements to maintain corporate formality and strengthen liability protection. The agreement remains private and is not filed with the state.

Identify and obtain all necessary business licenses and permits at federal, state, and local levels based on your business type and location. North Dakota doesn't require a general state business license, but specific industries need specialized permits through various state agencies. Use the North Dakota Taxpayer Access Point (TAP) for sales tax permits if your business will sell tangible goods. Professional services require licensing through appropriate state boards. Contact your local city or county government for municipal licenses and permits. Agricultural businesses may need special permits through the Department of Agriculture. Requirements vary significantly by business type and location, so thorough research is essential to ensure compliance.

Open a dedicated business bank account using your EIN, Articles of Organization, and operating agreement to maintain separation between personal and business finances. This separation is crucial for protecting your LLC's limited liability status and simplifying tax preparation. Research business banking options comparing monthly fees ($10-$20 typical), transaction limits, minimum balance requirements, and available services. Many banks waive fees if you maintain minimum balances or meet transaction requirements. Set up business accounting software or systems to track income, expenses, and prepare for tax obligations. Consider working with a CPA familiar with North Dakota tax requirements including the state's relatively low personal income tax rates that benefit LLC pass-through taxation.

File North Dakota's Annual Report by November 15th each year to maintain your LLC's good standing with the state. The filing fee is $50. Your first annual report is due in the year following formation. The report can be filed online through the FirstStop portal and requires updating basic business information including name, address, registered agent, and member details. Keep your registered agent information current and file amendments for any changes using the appropriate forms. Maintain corporate formality by keeping business and personal finances separate, following your operating agreement provisions, and documenting major business decisions. Late filing can result in penalties and administrative dissolution of your LLC.