Starting an LLC in Nebraska is easy, just follow these simple steps:
To form an LLC in Nebraska you will need to file your Certificate of Organization with the Nebraska Secretary of State, which costs $100. You can apply online. The Certificate of Organization is the legal document that officially creates your Nebraska Limited Liability Company.
When filing the Certificate of Organization with the State of Nebraska you’ll be expected to provide the name of your LLC, choose a registered agent, and pay the LLC formation fee. After filing the Certificate of Organization, you must fulfill Nebraska’s Publication Requirement, and we recommend obtaining an Employer Identification Number (EIN) if you plan on hiring employees and to open a business bank account.
Follow the step-by-step guide below to start your Nebraska LLC today and get your business up and running.
STEP 1: Name your Nebraska LLC
Choosing a company name is the first and most important step of starting an LLC in Nebraska. Be sure to choose a name that complies with Nebraska naming requirements and is easily searchable by potential clients.
1. Follow the naming guidelines:
- Your name must include the phrase “limited liability company” or one of its abbreviations (LLC or L.L.C.).
- Your name cannot include words that could confuse your LLC with a government agency (FBI, Treasury, State Department, etc.).
- Restricted words (e.g. Bank, Attorney, University) may require additional paperwork and a licensed individual, such as a doctor or lawyer, to be part of your LLC.
2. Is the name available in Nebraska? Make sure the name you want isn't already taken by doing a name search on the State of Nebraska website.
3. Is the URL available? We recommend that you check to see if your business name is available as a web domain. Even if you don't plan to make a business website today, you may want to buy the URL in order to prevent others from acquiring it.
After registering a domain name, consider setting up a professional email account (@yourcompany.com). Google's G Suite offers a business email service that comes with other useful tools, including word processing, spreadsheets, and more. Try it for free
FAQ: Naming a Nebraska LLC
Do I need to get a DBA or Trade Name for my business?
Most LLCs do not need a DBA. The name of the LLC can serve as your company’s brand name and you can accept checks and other payments under that name as well. However, you may wish to register a DBA if you would like to conduct business under another name.
To learn more about DBAs in your state, read our How to File a DBA guide.
STEP 2: Choose a Nebraska Registered Agent
You are required to nominate a Nebraska registered agent for your LLC. Nebraska sometimes refers to registered agents as agents for service of process.
What is a registered agent? A registered agent is an individual or business entity responsible for receiving important legal documents on behalf of your business. Think of your registered agent as your business's point of contact with the state.
Who can be a registered agent? A registered agent must be a resident of Nebraska or a corporation, such as a registered agent service, authorized to transact business in Nebraska. You may elect an individual within the company including yourself.
Recommended: ZenBusiness provides the first year of registered agent service free with LLC formation ($39 + State Fees)
FAQ: Nominating a Registered Agent
Can I be my own Registered Agent?
Yes. You or anyone else in your company can serve as the registered agent for your LLC.
Read more about being your own registered agent.
Is a Registered Agent service worth it?
Using a professional registered agent service is an affordable way to manage government filings for your LLC. For most businesses, the advantages of using a professional service significantly outweigh the annual costs.
For more information, read our article on Nebraska registered agents.
STEP 3: File the Nebraska LLC Certificate of Organization
To register your Nebraska LLC, you will need to file the Certificate of Organization with the Secretary of State. This can be done online after you have created your Certificate of Organization.
Unlike most states, Nebraska does not provide entrepreneurs with a form to create a standard Certificate of Organization. Instead, you must create and file a Certificate of Organization that includes the following information per Nebraska's Revised Statute 21-117:
- Your LLC Name
- The street address of your Designated Address
- The name of your Agent for Service of Process (also known as a registered agent)
- Your LLC’s effective date
- The word “Organizer” and the Organizer’s signature
- If you are creating a professional service LLC (PLLC), provide information according to guidelines in section 21-117-b,3. PLLC's are formed by professionals such as doctors, lawyers, accountants, and engineers.
Now is a good time to consider whether your Nebraska LLC will be member-managed or manager-managed. We recommend learning more about member-managed vs manager-managed LLCs before you file.
File the Certificate of Organization
File Your Certificate of Organization Online with the State of Nebraska
Fee: $100 (Nonrefundable) + an additional $5 per page
Instructions: Select "forming a new entity/qualifying a foreign entity", then select "Domestic Limited Liability Company".
If you’re expanding your existing LLC to the State of Nebraska, you will need to form a Foreign LLC.
FAQ: Filing Nebraska LLC Documents
How long does it take to form an LLC in Nebraska?
Filing the Certificate of Organization takes 2-3 business days.
What is the difference between a domestic Nebraska LLC and foreign LLC?
An LLC is referred to as a "domestic LLC" when it conducts business in the state where it was formed. Normally when we refer to an LLC we are actually referring to a domestic LLC. A foreign LLC must be formed when an existing LLC wishes to expand its business to another state.
Read our What Is a Foreign LLC article to learn more.
STEP 4: Complete Nebraska LLC Publication Requirements
What are the Nebraska LLC publication requirements? Nebraska requires LLCs to publish a Notice of Organization for three consecutive weeks in a newspaper of general circulation in the county in which an LLC’s principal office is located.
What does my Notice of Organization need to include? The Notice of Organization must include the name of the LLC, the street address of the designated office, and the nature of the LLC’s business.
What do I need to file with the Secretary of State? After you have published your Notice of Organization for three consecutive weeks, you will receive an affidavit of publication from the newspaper that you can file with the Secretary of State.
File an Affidavit of Publication
File Affidavit Online with the State of Nebraska
Fee: Fees vary depending on the newspaper you publish with.
Instructions: Select "File for an Existing Entity," enter the Account Number from your LLC's Certificate of Organization. Complete the form and upload your affidavit.
STEP 5: Create a Nebraska LLC Operating Agreement
An operating agreement is not required in Nebraska, but it's a good practice to have one.
What is an operating agreement? An operating agreement is a legal document outlining the ownership and operating procedures of an LLC.
Why are operating agreements important? A comprehensive operating agreement ensures that all business owners are on the same page and reduces the risk of future conflict.
For more information on operating agreements, read our Nebraska LLC operating agreement guide.
Recommended: Download a template or create a Free Operating Agreement using our tool.
FAQ: Creating a Nebraska LLC Operating Agreement
Do I need to file my operating agreement with the state?
No. The operating agreement is an internal document that you should keep on file for future reference. However, many states do legally require LLCs to have an operating agreement in place.
STEP 6: Get an EIN
What is an EIN? EIN stands for Employer Identification Number. EINs are a nine-digit number assigned by the Internal Revenue Service (IRS) to help identify businesses for tax purposes. It is essentially a Social Security Number for a business.
An EIN is sometimes referred to as a Federal Employer Identification Number (FEIN) or Federal Tax Identification Number (FTIN).
Why do I need an EIN? An EIN is required to:
- Open a business bank account
- File and manage Federal and State Taxes
- Hire employees
What if I already have an EIN for my sole proprietorship? The IRS requires that sole proprietorships get a new EIN when converting to an LLC.
Where do I get an EIN? You can get an EIN for free from the IRS. Getting an EIN is an easy process that can be done online or by mail.
FOR INTERNATIONAL EIN APPLICANTS: You do not need a SSN to get an EIN. For more information, read our How to Get an EIN as a Foreign Person guide.
FAQ: Getting a Nebraska LLC EIN
How do I get an EIN if I don’t have a social security number?
An SSN is not required to get an EIN. You can simply fill out IRS Form SS-4 and leave section 7b blank. Then call the IRS at (267) 941-1099 to complete your application. Learn more about applying as an international applicant.
What tax structure should I choose for my Nebraska LLC?
Do I need an EIN for my LLC?
All LLCs with employees, or any LLC with more than one member, must have an EIN. This is required by the IRS.
Learn why we recommend always getting an EIN and how to get one for free in our Do I Need an EIN for an LLC guide.
Have a question? Leave a comment!
Ask us a question, tell us how we're doing, or share your experiences.
Join the conversation in our Comments Section.
Considering Using an LLC Formation Service?
We reviewed and ranked the top 5 LLC formation services.
Find out which is best for you.
Protect Your Business & Personal Assets
Business Banking for Personal Asset Protection
Using dedicated business banking and credit accounts is essential for personal asset protection.
When your personal and business accounts are mixed, your personal assets (your home, car, and other valuables) are at risk in the event your LLC is sued. In business law, this is referred to as piercing your corporate veil.
Additionally, learning how to build business credit can help you get credit cards and other financing in your business's name (instead of yours), better interest rates, higher lines of credit, and more.
You can protect your business with these two steps:
1. Opening a business bank account:
- Separates your personal assets from your company's assets, which is necessary for personal asset protection.
- Makes accounting and tax filing easier.
Need help finding your EIN for your loan application? Visit our EIN Lookup guide for help.
Recommended: Read our Best Banks for Small Business review to find the best national bank, credit union, business-loan friendly banks, one with many brick-and-mortar locations, and more.
2. Getting a business credit card:
- Helps you separate personal and business expenses.
- Builds your company's credit history, which can be useful to raise capital later on.
Recommended: Learn more about the best small business credit cards.
Business insurance helps you manage risks and focus on growing your business. The most common types of business insurance are:
- General Liability Insurance: A broad insurance policy that protects your business from lawsuits. Most small businesses get general liability insurance.
- Professional Liability Insurance: A business insurance for professional service providers (consultants, accountants, etc.) that covers claims of malpractice and other business errors.
- Workers' Compensation Insurance: A type of insurance that provides coverage for employees’ job-related illnesses, injuries, or deaths. In Nebraska, businesses with one or more employees, including LLC members and corporate officers, are required by law to have workers' compensation insurance.
Find out how much it will cost to keep your business protected.Get Your Free Quote Today
Properly Sign Legal Documents
Improperly signing a document as yourself and not as a representative of the business can leave you open to personal liability. When signing legal documents on behalf of your company, you could follow this formula to avoid problems:
- Formal name of your business
- Your signature
- Your name
- Your position in the business as its authorized representative
See the image below for an example.
This ensures that you are signing on behalf of your LLC and not as yourself.
Learn more on how to protect your business & personal assets by reading our article - How to Maintain your LLC Corporate Veil.
Join the Conversation
We are here to guide you through your entrepreneurial journey, and are always looking at your feedback. Share your experiences in our comment box, chat with other entrepreneurs, or simply let us know how we're doing.
Keep Your Company Compliant
Nebraska Permits & Licenses
Do I need business licenses and permits?
To operate your LLC you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
The details of business licenses and permits vary from state to state. Make sure you read carefully. Don't be surprised if there are short classes required as well.
Fees for business licenses and permits will vary depending on what sort of license you are seeking to obtain.
Find out how to obtain necessary licenses and permits for your business or have a professional service do it for you:
- Federal: Use the U.S. Small Business Administration (SBA) guide.
- State: Visit the section of Nebraska's official website labeled Business Licensing.
- Local: Contact your local county clerk and ask about local licenses and permits.
Recommended: If you are a first-time entrepreneur, consider having a professional service research your business’s licensing requirements. Our friends at Startup Savant have reviewed and ranked the top five license research services.
Nebraska LLC Tax Requirements
Depending on the nature of your business, you may be required to register for one or more forms of state tax.
If you are selling a physical product, you’ll typically need to register for a seller's permit through the Nebraska Tax Center website.
This certificate allows a business to collect sales tax on taxable sales.
Sales tax, also called "Sales and Use Tax," is a tax levied by states, counties, and municipalities on business transactions involving the exchange of certain taxable goods or services.
Read our sales tax guide to find out more.
If you have employees in Nebraska, you will need to register for Unemployment Insurance Tax through the Nebraska Department of Labor website. You will also need to sign up for Employee Withholding Tax through the Nebraska Department of Revenue.
Federal LLC Tax Requirements
Most LLCs will need to report their income to the IRS each year using:
- Form 1065 Partnership Return (most multi-member LLCs use this form)
- Form 1040 Schedule C (most single-member LLCs use this form)
How you pay yourself as an owner will also affect your federal taxes. Visit our guide to learn more about how to pay yourself from your LLC.
Read our LLC Tax Guide to learn more about federal income taxes for LLCs.
File Your Nebraska LLC Biennial Report
Nebraska requires LLCs file a biennial report with the Secretary of State. During those years when these reports are due, you will receive a paper form in the mail. You can complete the mail filing or file your biennial report online.
File Your Biennial Report
File Online with the State of Nebraska
Avoid Automatic Dissolution
LLCs may face fines and even automatic dissolution when they miss one or more state filings. When this happens, LLC owners risk loss of limited liability protection. A quality registered agent service can help prevent this outcome by notifying you of upcoming filing deadlines and by submitting reports on your behalf.
Recommended: ZenBusiness offers a reliable registered agent service and excellent customer support.
Get Help Starting a Business in Nebraska
We understand that creating an LLC and getting your business up and running comes with many challenges. To help you succeed, we compiled the best local resources in every major metro area in Nebraska. You can get free assistance in the following areas:
Make Running Your Business Easier
After starting a business, two of the most important things you can do are get professional accounting and hire the right employees. Streamlining these processes can save you time and money as your business grows.
If you plan to hire employees, stay compliant with the law by following these steps:
- Verify that new employees are able to work in the US
- Report employees as "new hires" to the State
- Provide workers' compensation insurance for employees
- Withhold employee taxes
- Print workplace compliance posters and place them in visible areas of your workspace
Find out more information from Nebraska's Department of Labor.
Recommended: Check out our Hiring for your Small Business Guide for resources like sample job descriptions, payroll service reviews, and more.
FAQ: Hiring Employees
What is the minimum wage in Nebraska?
The minimum wage in Nebraska is $9.00 per hour.
How often do I need to pay employees?
There are no regulations in Nebraska about pay interval frequency.
Accounting For Your LLC
It’s critical to get your books in order, even if you haven’t officially opened for business. A well-managed accounting system will help you:
- Track your business finances, including bills, expenses, and income.
- Simplify your annual tax filings.
You can maintain your accounting in two ways:
- Use a DIY accounting software. This can come with an increased risk of errors especially when starting a new business.
- Hire an accounting service. They can provide comprehensive advice to help optimize your bookkeeping and taxes as well as additional services such as payroll etc.
Recommended: For most small businesses, we recommend using a reputable accounting service. Schedule a free tax consultation for your business now to avoid costly errors in the future.
Interfacing with Clients and Customers
In the day-to-day of running a business, it's hard to be readily available for new clients or customers who want to contact you. For service-based businesses that don’t already have a brick-and-mortar location, a virtual office can solve this problem. You can get a dedicated business mailing address and a business phone number with call-forwarding so that you never need to worry about losing a potential customer.
Recommended: Opus Virtual Office can set up your businesses with a live receptionist and all the perks of a virtual office for a great price of $99/month. Plus, as a visitor of HowToStartAnLLC, you can save $200 today.
Women in Business Tools and Resources
If you have a woman-owned business, many resources are available to help you concentrate on your business’s growth:
- Funding - (ie. grants, investors, loans)
- Events - (ie. conferences, meetups)
- Guides - (ie. business formation, personal growth)
- Support - (ie. advice, communities, business strategies)
Our information and tools will provide educational sources, allow you to connect with other women entrepreneurs, and help you manage your business with ease.
TRUiC has created video guides to support and reinforce our on-page guides. These videos help to visualize the ideas and lessons that you need to know to create and run a successful business.
Check out our growing library of small business videos on the TRUiC YouTube channel.
Forming a foreign LLC allows your company to operate as one entity in multiple states. If you have an existing LLC and want to do business in Nebraska, you will need to register as a foreign LLC. This can be done by mail.
Register as a Foreign LLC in Nebraska
File by Mail with the Nebraska Secretary of State
Fee: $120 payable to the Secretary of State (Nonrefundable)
John A. Gale, Secretary of State
P.O. Box 94608
Lincoln, NE 68509
How to Obtain a Certificate of Good Standing
A Certificate of Good Standing verifies that your LLC was legally formed and has been properly maintained. Several instances where you might need to get one include:
- Seeking funding from banks or other lenders
- Forming your business as a foreign LLC in another state
- Obtaining or renewing specific business licenses or permits
You can order a Nebraska LLC Certificate of Good Standing online.
Order a Certificate of Good Standing
Request a Certificate of Good Standing Online
Dissolve Your Nebraska LLC
If at any point in the future you no longer wish to conduct business with your LLC, it is important to officially dissolve it. Failure to do so in a timely fashion can result in tax liabilities and penalties, or even legal trouble. To dissolve your LLC, there are two broad steps:
- Close your business tax accounts
- File the Articles of Dissolution
When you are ready to dissolve your LLC, follow the steps in our Nebraska LLC Dissolution Guide.
LLC: An LLC is a US business structure that offers the personal liability protection of a corporation with the pass-through taxation of a sole proprietorship or partnership.
DBA: A DBA, or doing business as name, is any name a business operates under that isn't its legal name.
Partnership: A partnership is an informal business structure owned by more than one individual that doesn't provide personal liability protection.