Form a Limited Liability Company in DC

How to Form a District Of Columbia LLC in 10 Steps

It is a straightforward process to form a Limited Liability Company or an LLC. This is a common business structure. 

 

LLCs make it possible for one or more individuals to own a part of the business. LLCs reduce exposure to liability (usually from business activities) for the owner or owners. Additionally, any profits that an LLC earns will be passed on to each and every member. Finally, it is not necessary to file an individual tax return for an LLC (however, it is for corporations). 

 

Abide by the following steps in order to form your own Limited Liability Company.

 

1. Choose Your Company Name.

 

You need a company name that no other business has the rights to use. SunDoc can run your name search or reserve your LLC name for a reasonable fee.  At a minimum, your preferred name must be available in the State of District of Columbia.

 

2. Understand the LLC Organizer Requirement.

 

Your Articles of Organization form must have an LLC organizer named within. You will be the default organizer if you prepare your own Articles of Organization and file them yourself. If you don't want to be the organizer, however, you can name anyone else as your organizer. By preparing on-line with us, SunDoc Filings will be your organizer.

 

3. Designate a Registered Agent.

 

You must designate a registered agent, either a person or a firm. This is required for the Articles of Organization form (see #6). For more information on registered agents and why your company must have one, see our article on Registered Agent Service.

 

4. Decide Your Ownership and Management Structure.

 

The Articles of Organization form asks whether your District of Columbia LLC will be managed by one manager, multiple managers, or all the members. You must decide whether you want to be a member-managed or a manager-managed LLC.

 

5. Create an Operating Agreement.

 

Many entities require what is called an operating agreement. This is a document that many LLCs use because it serves functional and financial purposes — outlining rules, provisions, regulations, and important decisions of your business. The main purpose of an operating agreement is to govern the internal operations of your entity in a way that meets all of the business owners’ needs.

 

The Operating Agreement is the legal engine that drives your business, creating its governance, managing its working capital, and paying out its profits. Critical matters of money, voting, liability, and fiduciary constraints are at stake here.  You may also wish to consult an attorney for advice. 

 

6. File the Articles of Organization.

 

Most states require a document called the Articles of Organization. Your company will be officially created the moment that the District of Columbia accepts this document. Basically, Articles of Organization provide essential details about your company.

 

If you need assistance filing your Articles of Organization, SunDoc can help. We can handle your filing paperwork on your behalf and help you expedite your filings.

 

When filing your Articles of Organization, you will need several pieces of information, including the name and address of your business, who your registered agent is, who your LLC organizer is, and the method of management that you have chosen. In some cases, member names need to be filed as well.

 

7. Obtain an EIN and Open a Business Bank Account.

 

Congrats! You now have an official Limited Liability Company that is registered in the District of Columbia.

 

Remember that you must file for an Employer Identification Number (EIN) with the IRS if your company has more than one member. This goes for whether you have employees or not. SunDoc can file for you, or you are free to file with the IRS yourself.

 

Most banks will require that you have an Employer Identification Number if you want to open a business account as well. Keep in mind that if, up until now, you have been using your personal account to pay for business expenses, now is the perfect time to create a sound fiscal management plan for your company. In the future, make sure to keep track of all receipts so that you can be reimbursed if you pay for company expenses with private funds. 

 

We also recommend that you locate an accountant who can assist you with important financial company matters at this time.

 

8. Pay District of Columbia State Taxes.

 

It may be possible that, starting with the first year that your LLC is in operation, you will need to begin paying required taxes and fees to the District of Columbia. You might have to start collecting sales tax if you sell goods within D.C. as well. The District of Columbia's tax website has additional information about required taxes.

 

9. Determine Necessary Licenses and Permits.

 

Most states require companies to have one or more business licenses or permits to operate at the city or county level. Use your state's business website to find the requirements for your business. It’s important to check this website even if you think your business is exempt. You may be surprised to discover what’s required. Operating without the proper license or permit can result in expensive fines.

 

10. File an Annual Report (Biennial Report or Initial List).

 

Soon after you form your LLC, you will generally need to file what is called an Annual Report (or sometimes, a Biennial Report). After your initial filing, you will need to update this report every one to two years.

 

An Annual Report or Biennial Report is a basic document that simply keeps the state updated on important information about your company. If you end up making changes to your business later on (in several years, for example), you'll definitely need to update this document and re-file.

 

It is crucial to file your report within the timeframe that the state requires. You may have to pay up to 10 times the normal fee for filing if you are late with this filing. To help you, SunDoc is here to file your Annual Report or Biennial Report on your behalf. We can also file other reports for you — always reliably and always on time. All LLC forms, including the report form, can be found on the District of Columbia business website.

 

Important Notice: It is beyond the scope of this article to discuss your potential insurance needs, or matters relating to employees. You should consult an attorney or accountant with any questions about legal or financial matters. Please note that nothing in this article can be construed as legal, tax or accounting advice.

 

For additional learning, please visit our LLC FAQs.