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Forming an LLC in Ohio is pretty straightforward. Like other states in the US, Ohio has specific requirements and regulations surrounding the formation of an LLC within the state.
Interested parties who are looking to form an LLC first have to be registered with Ohio’s Secretary of State. This can be done by submitting the required forms, paying all the necessary fees, and by complying with all LLC formation and naming requirements applicable to Ohio-based LLCs.
Here are the steps to form an LLC in the state of Ohio.
- Select a unique name to be used to identify your LLC.
- Hire a registered Ohio-based agent.
- Develop and file the LLC’s Articles of Organization
- Develop a comprehensive operating agreement outlining all essential details
- Ensure that your LLC complies with all applicable regulatory and tax requirements.
1. Select a unique name to be used to identify your LLC.
As per existing Ohio laws, an LLC’s name has to include any one of these following terms: ‘ltd.,’ ‘L.L.C.,’ ‘LLC’ or ‘ltd.’
Your LLC’s name must be distinguishable and unique from the pre-existing names of any other business entity already registered with the Secretary of the State of Ohio. You can check whether a name is available or not by using the official business name database, available on the Secretary of State’s website.
A name may be reserved for 180 days if you file a special Form 534-B (Name Reservation) with the Secretary of State of Ohio. This application can be submitted by mail or via the prescribed website.
2. Hire a registered Ohio-based agent.
All Ohio-based LLCs are required to have a registered agent to be approved by the State. This registered agent can be either a resident of the State of Ohio or be a foreign or domestic corporation that has the authority to conduct business within Ohio state limits.
3. Develop and file the LLC’s Articles of Organization
To create an Ohio-based LLC, it is mandatory to submit Form 533A, which contains details regarding the Articles of Organization of a Domestic Limited Liability Company. This form has to be filed with the Secretary of the State of Ohio. This Articles of Organization form has to contain the following information in detail:
- Address, name, and the signature of the registered agent acting on behalf of the LLC.
- Signature and name of an authorized representative, manager, or a member of the LLC.
- The purpose for which the LLC has been created.
- Duration of the LLC’s existence, if applicable.
- The name chosen for the LLC
- Contact details necessary for mailing the LLC’s approval certificate.
- The effective date of filing.
Upon submission of these documents, the payment of the prescribed filing fees must also be made.
These Articles may be filed either via postal mail or via the State’s official filing website.
Fees and Forms: Upon the submission of these documents, a filing fee of around $125 words has to be paid as well. The processing time can be cut down to 2 business days by paying an additional fee of $100. For an additional $200, processing will be completed in a single business day. For an additional $300, processing will be completed within 4 hours of receipt, provided the documents are delivered physically before 1 PM in the afternoon. It is essential to check the Secretary of State’s website before filing the documents since these fees are changed from time to time.
4. Develop a comprehensive operating agreement outlining all essential details
Although an operating agreement isn’t required for all LLCs in Ohio, most document filing services recommend having it. An LLC’s operating agreement happens to be a binding document that firmly establishes the obligations, liabilities, duties, powers, and rights of all the members of the LLC.
5. Ensure that your LLC is in compliance with all applicable regulatory and tax requirements.
There may be additional regulatory and tax requirements that might be applicable to your LLC. Such requirements may include:
Business licenses: State and local business licenses may be required by your LLC for conducting its operations. For obtaining information about the state license, go through the official checklist section present in the business.Ohio.gov website’s ‘Start a Business’ webpage. To obtain information regarding local licenses and permits, consult with the clerk who works in the city where your LLC’s primary office is supposed to be located or the county in case the LLC is in a particular unincorporated area.
EIN: In case your LLC comprises of more than one member, the LLC must get a unique IRS EIN or Employer Identification Number. This has to be done, even if you have zero employees. 1-member LLCs must get an EIN only if they employ workers or if they choose to have the LLC taxed similar to a corporation. An EIN can be obtained by filling out an EIN application available on the official IRS site (www.irs.gov). No filing fees have to be paid.
Department of Taxation: If you employ workers or are selling goods & collecting taxes, you have to be registered with the Department of Taxation of Ohio. For tax purposes, the OBG or Ohio Business Gateway may be used for registering online. You may also register via mail by submitting the correct form (go through the OBG website for more details). Ohio has a CAT or Commercial Activity Tax, which is applicable for most Ohio-based business entities and SMLLCs.
Timeline: Usually, it takes between 3 to 7 business days for processing the documents and ensuring that everything is in order. However, in case the number of documents received is too high, the processing time can get longer. But expedited processing is available, which can be used for reducing the processing period to less than 4 hours.
All procedural steps and paperwork needed for establishing an Ohio-based LLC can be made and submitted online quickly.
6. Foreign Limited Liability Companies Carrying Out Business in the State of Ohio
To carry out business within the state of Ohio, every LLC that has been established outside the state’s limits has to be registered with the Secretary of State of Ohio. To register the company, the Registration of a Foreign Limited Liability Company form (Form 533B) has to be filed. This application may be submitted via postal mail or online.