Washington LLC Formation Guide Rhys Marsden, November 10, 2023November 10, 2023 Welcome to the Washington LLC Formation Guide – your comprehensive resource to setting up a successful Limited Liability Company (LLC) in the Evergreen State. Whether you’re a budding entrepreneur or an established business owner, this article will navigate you through the essential steps and regulations to establish your LLC with ease. Discover everything you need to know about creating a solid foundation for your Washington-based business venture. Table of Contents Toggle Name and Principal Place of BusinessEffective Date and TenureLLC Management and Registered AgentExecutor and Certificate of Formation FactsFiling Fee and ApprovalInitial Report and Online FilingCreating an Account with CCFSDomestic vs. Foreign LLC and Business TypeDeferring Initial Report and UBI NumberRegistered Agent and Other ProvisionsPrincipal Office and DurationNature of Business and Return AddressAuthorized Person and Review Name and Principal Place of Business Name and Principal Place of Business: When forming a Washington LLC, it’s crucial to provide accurate information about your company’s name and principal place of business. The name should comply with state guidelines and include the words “Limited Liability Company” or the abbreviation “LLC. ” Your principal place of business is the main location where your company conducts its operations or where its records are kept. This address will be used for legal notices and official correspondence. It’s important to appoint a registered agent who can receive these documents on behalf of your LLC. Effective Date and Tenure The effective date of your Washington LLC is the date when your LLC becomes legally recognized. This is usually the date when your LLC’s registration is accepted by the Washington Secretary of State. The tenure of your LLC refers to the duration for which your LLC will exist, unless specified otherwise in your operating agreement. In Washington, the default tenure is perpetual, meaning your LLC will continue to exist until it is dissolved. LLC Management and Registered Agent LLC management and registered agent play crucial roles in the formation of a Washington LLC. The registered agent acts as the point of contact for legal matters and receives important documents on behalf of the LLC. This ensures that the LLC is promptly notified of any legal actions or notices. When choosing a registered agent, it’s important to consider their reliability and availability. LLC management involves the day-to-day operations and decision-making for the company. This includes maintaining proper records, filing necessary documents, and adhering to state regulations. It’s important to understand the legal liabilities associated with LLC management and ensure that privacy and information security measures are in place. Taking care of these aspects will help ensure a smooth and compliant LLC formation in Washington. Executor and Certificate of Formation Facts When forming an LLC in Washington, there are important facts to consider regarding the executor and certificate of formation. The executor, also known as the registered agent, is responsible for receiving important legal documents on behalf of the LLC. This person must have a physical address in Washington and be available during business hours. The certificate of formation is a legal document that officially establishes the LLC and must be filed with the Washington Secretary of State. It includes important information such as the LLC’s name, purpose, duration, and registered agent. Be sure to complete the certificate accurately and pay the required fee to ensure proper formation of your Washington LLC. Filing Fee and Approval Filing Fee Approval Time $180 3-5 business days Initial Report and Online Filing The initial report and online filing are crucial steps in the Washington LLC formation process. After choosing a unique name for your LLC, you need to file an initial report with the Washington Secretary of State. This report provides important information about your business, such as its address and the names of its members. Online filing is the most convenient way to submit this report, as it allows for quicker processing and reduces the chances of errors. The online filing system also provides a secure and private way to store and access your LLC documents. Make sure to review the glossary of patent law terms if you have any intellectual property concerns. By completing the initial report and online filing, you establish your LLC’s legal liability protection and officially register your business in Washington. Creating an Account with CCFS To create an account with CCFS for Washington LLC formation, follow these simple steps. First, visit the CCFS website and click on the “Create Account” button. Fill in the required information, including your name, email address, and desired password. Once you’ve completed the form, click “Submit” to create your account. After creating your account, you’ll have access to a range of helpful features. CCFS provides a glossary of patent law terms to aid in understanding the legal terminology involved in forming an LLC. Additionally, you can rest assured knowing that your privacy is protected, as CCFS takes measures to secure your personal information. Once your account is set up, you can easily access and manage your documents electronically, eliminating the need for paper-based filing. This streamlined process makes Washington LLC formation efficient and convenient. Domestic vs. Foreign LLC and Business Type When forming an LLC in Washington, you have the option to choose between a domestic LLC and a foreign LLC. A domestic LLC is formed within the state of Washington, while a foreign LLC is formed outside of the state but wishes to do business in Washington. There are a few key differences between the two. A domestic LLC is subject to Washington state laws and regulations, while a foreign LLC must comply with both Washington state laws and the laws of its home state. Another difference is the filing process. A domestic LLC must file Articles of Organization with the Washington Secretary of State, while a foreign LLC must file a Certificate of Authority to do business in Washington. Consider your business goals and legal liabilities when deciding which type of LLC is right for you. Deferring Initial Report and UBI Number When forming an LLC in Washington (state), there are two important steps to consider: deferring the initial report and obtaining a UBI number. Deferring the initial report allows you to delay filing the report for up to 120 days after formation, giving you more time to gather the necessary information. This can be done online or by mail, using the appropriate document provided by the Washington Secretary of State. Once you’ve deferred the report, you can then proceed to obtain a UBI number, which is a unique identifier for your LLC. This number is required for various business activities, such as opening a bank account or hiring employees. Registered Agent and Other Provisions A registered agent is a crucial component of your Washington LLC formation. They act as the point of contact between your business and the state. Choosing the right registered agent is essential to ensure legal compliance and smooth operations. When forming your LLC, you must appoint a registered agent who is either an individual residing in Washington or a business entity registered in the state. Using a professional registered agent service can provide added benefits, such as privacy and convenience. Additionally, Washington LLCs have certain provisions that can be included in their operating agreements to further protect the interests of members and managers. These provisions might cover topics such as voting rights, profit distribution, and management structure. Understanding and properly implementing these provisions can help safeguard your business and minimize legal liability. Whether you choose to draft your own operating agreement or seek professional assistance, it’s important to comply with Washington state requirements and ensure that the provisions align with your business goals. Principal Office and Duration The principal office and duration are important aspects to consider when forming an LLC in Washington. The principal office is the main location where the business operates and conducts its affairs. It is important to provide the physical address of the principal office, which cannot be a P. O. Box. As for the duration, Washington LLCs have the option to choose between a perpetual duration or a specific termination date. If a specific termination date is chosen, it must be stated in the articles of organization. It’s worth noting that the principal office and duration requirements may vary between Washington, D. C. and Washington state. Nature of Business and Return Address The nature of your business is an essential aspect to consider when forming an LLC in Washington. It determines the type of activities your company will engage in and the regulations it must comply with. Whether you’re offering professional services, selling products, or providing digital services, clearly defining your business nature is crucial for legal and operational purposes. Additionally, including a return address is necessary for official correspondence and legal documents. This address should be a physical location where your LLC can receive mail and legal notices. It is important to keep this address updated and ensure that it reflects the current location of your business. In Washington, LLC formation requires filing the necessary paperwork with the Washington Secretary of State. The state operates on a paper filing system, meaning you will need to submit physical documents rather than filing electronically. Be sure to carefully follow the instructions provided by the Secretary of State to ensure a smooth and successful LLC formation process. Authorized Person and Review Once you’ve decided to form an LLC in Washington, it’s important to designate an authorized person who will have the legal authority to act on behalf of the company. This person can be a member of the LLC or someone hired to fulfill this role. The authorized person will be responsible for signing important documents, making financial decisions, and representing the LLC in legal matters. It’s crucial to choose someone trustworthy and reliable for this position. Before finalizing the formation of your Washington LLC, it’s recommended to review all the necessary documents and ensure they are accurate and complete. This includes the Articles of Organization, Operating Agreement, and any other required filings. Taking the time to carefully review these documents can help prevent potential issues or disputes down the line. Rhys MarsdenWas this article helpful?YesNo Certificate Of Formation