Start an LLC in North Dakota with these Five Easy Steps
Starting an LLC in North Dakota is easy, just follow these simple steps:
To form an LLC in North Dakota you will need to file the Articles of Organization with the North Dakota Secretary of State, which costs $135. You can only apply by mail. The Articles of Organization is the legal document that officially creates your North Dakota Limited Liability Company.
Follow the step-by-step guide below to start your North Dakota LLC today and get your business up and running.
STEP 1: Name your North Dakota LLC
Choosing a company name is the first and most important step in starting your LLC. Be sure to choose a name that complies with North Dakota 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 North Dakota? Make sure the name you want isn't already taken by doing a North Dakota LLC Search on the Secretary of State's 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 North Dakota 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 in North Dakota guide.
STEP 2: Choose a Registered Agent in North Dakota
You are required to nominate a North Dakota registered agent for your LLC.
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' point of contact with the state.
Who can be a Registered Agent? a Registered Agent must be a resident of North Dakota or a corporation, such as a registered agent service, authorized to transact business in North Dakota. You may elect an individual within the company including yourself.
TIPRecommended: Incfile provides the first year of registered agent service free with LLC formation ($0 + 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 North Dakota registered agents.
STEP 3: File the North Dakota LLC Articles of Organization
To register your North Dakota LLC, you will need to file the Articles of Organization with the Secretary of State. This can be done by mail.
Now is a good time to consider whether your North Dakota LLC will be member-managed or manager-managed. We recommend learning more about member-managed vs manager-managed LLCs before you file.
File the Articles of Organization
File by Mail with the North Dakota Secretary of State
Fee: $135, payable to Secretary of State (Nonrefundable)
Business Registration Unit
Secretary of State
600 E Boulevard Ave Dept 108
Bismarck, ND 58505
If you’re expanding your existing LLC to the State of North Dakota, you will need to form a Foreign LLC.
FAQ: Filing North Dakota LLC Documents
What is the processing time to form my North Dakota LLC?
5 to 7 business days by mail.
What is the difference between a domestic 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: Create a North Dakota LLC Operating Agreement
In North Dakota, LLCs are not required to have an operating agreement, 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 North Dakota LLC operating agreement guide.
Recommended: Download a template or create a Free Operating Agreement using our tool.
FAQ: Creating a North Dakota 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 5: Obtain an EIN
What is an EIN? The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity. It is essentially a social security number for the company.
Why do I need an EIN? An EIN is required for the following:
- To open a business bank account for the company
- For Federal and State tax purposes
- To hire employees for the company
Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.
FOR INTERNATIONAL APPLICANTS: you do not need an SSN to obtain an EIN. For more information, read our guide on how to obtain an EIN as a foreign LLC.
FAQ: Getting an EIN
What tax structure should I choose for my LLC?
When you get an EIN, you will be informed of the different tax classification options that are available. Most LLCs elect the default tax status.
However, some LLCs can reduce their federal tax obligation by choosing S corporation status. We recommend consulting with a local accountant to find out which option is best for you.
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.
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.
Recommended: You can get $200 when you open a Chase business checking account with qualifying activities. Learn 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 against 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 North Dakota, businesses with one or more employees, including LLC members and corporate officers, are required by law to have workers' compensation insurance. Get a free quote with ADP.
How much will the right insurance cost you? Click here to find out.
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.
Keep Your Company Compliant
North Dakota 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: Use North Dakota's New Business Registration Licensing Information resource.
- 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’ licensing requirements. Our friends at Startup Savant have reviewed and ranked the top five license research services.
North Dakota 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 sellers permit through the North Dakota Taxpayer Access Point 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 North Dakota, you will need to register for the Unemployment Insurance Tax through the North Dakota Unemployment Insurance Employer Account System. You will also need to sign up for Employee Withholding Tax through the North Dakota Taxpayer Access Point.
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)
Read our LLC Tax Guide to learn more about federal income taxes for LLCs.
File Your North Dakota LLC Annual Report
North Dakota requires LLCs to file an annual report with the Secretary of State. This can be done online.
File Your Annual Report
File Online with the State of North Dakota
Fee: $50 (Nonrefundable)
Due Date: Due November 15 each year. The first annual report is due the year following LLC formation.
Late Fees: North Dakota charges a $50 penalty for failure to file on time. In addition, North Dakota can revoke an LLC’s business registration after 6 months for failure to file an annual report.
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 the 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: Incfile offers a reliable registered agent service and excellent customer support.
Get Help Starting a Business in North Dakota
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 North Dakota. 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 compliance posters and place them in visible areas of your workspace
Find out more information from the State of North Dakota website.
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 North Dakota?
The minimum wage in North Dakota is $7.25 per hour.
How often do I need to pay employees?
North Dakota requires wages to be paid regularly at least once per month.
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.
The right software makes accounting easy. Look for software that:
- Syncs with your bank automatically.
- Matches transactions to invoices, bills and purchase orders.
- Can be accessed from your phone.
Recommended: QuickBooks has all the accounting features your small business will need.
Try QuickBooks for free
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 North Dakota, you will need to register as a foreign LLC. This can be done by mail or fax.
Register as a Foreign LLC in North Dakota
File by Mail or Fax with the North Dakota Secretary of State
Fee: $135 (Nonrefundable)
Secretary of State
State of North Dakota
600 E Boulevard Ave Dept 108
Bismarck, ND 58505
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 North Dakota Certificate of Good Standing by email, phone, or mail.
Order a Certificate of Good Standing
Order a Certificate of Good Standing by Mail
Fee: $20 (Nonrefundable)
If ordering by mail, mail to:
Secretary of State
600 E. Boulevard Ave. Dept. 108
Bismarck, ND 58505-0500
If ordering by phone, call: (701) 328-4284 or (800) 352-0867 (Ext. 328-4284)
If ordering by email, send email to: email@example.com
Dissolve Your 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 North Dakota LLC Dissolution Guide.