How to Form an LLC in New Jersey

This guide to starting an LLC in New Jersey provides step-by-step instructions on filing formation documents, obtaining tax IDs, and setting up company records.

how to form an llc

Overview

LLCs are the most popular business structure because they are inexpensive to form, provide flexibility to the owners, and are easy to run. Forming your LLC legally establishes your business, limits your personal liability, and gains tax flexibility. The following step-by-step will help you as you undertake this process.

Fast Facts: Your Budget and Timeline

Here is an overview of the total paperwork, cost, and time it takes to form an LLC in New Jersey. Be sure to read the final step in this guide - "Ongoing Filings" - to understand your ongoing costs to maintain a compliant LLC.


Paperwork
  • Public Records Filing for New Business Entity
  • Operating Agreement
  • IRS Form SS-4: Obtain an EIN
  • Form NJ-REG: Business Registration Form
Cost
  • Formation: $125 + optional $25-$1,000 expedite fee + optional $.10/page for a return fax
Time
  • Formation: ~4 weeks. ~8.5 hours for $25 expedited fee. Same-day for $50 expedite fee. ~2 hours for $500 expedite fee. ~1 hour for $1,000 expedite fee.

Step-by-Step New Jersey LLC Instructions

1 Check Name Availability

The legal name of your LLC may not conflict with any other registered name. Check availability of your desired name by conducting a name search.

Name Search:
Secretary of State database search
Name Reservation:
Optional
Suffix:
The name of a limited liability company shall contain the words "limited liability company" or the abbreviation "L.L.C." or "LLC". "Limited" may be abbreviated as "Ltd.", and "company" may be abbreviated as "Co.". New Jersey Statutes 42:2C-8
2 Appoint a Registered Agent

Identify the LLC’s New Jersey Registered Agent. This individual or company receives notice of lawsuit and other legal service for the LLC.

3 File New Jersey Articles of Organization

File the articles of organization to create your limited liability company.

Agency:New Jersey Department of the Treasury
Form:

Public Records Filing for New Business Entity

Filing Method:

Mail, in-person, fax, or online

State Fee:

$125 + optional $25-$1,000 expedite fee + optional $.10/page for a return fax

Turnaround:

~4 weeks. ~8.5 hours for $25 expedited fee. Same-day for $50 expedite fee. ~2 hours for $500 expedite fee. ~1 hour for $1,000 expedite fee.

Law:

New Jersey Statutes - 42:2C-1: Revised Uniform Limited Liability Company Act

Notes:

Include cover letter or self-addressed stamped envelope for return

4 Establish Company Records

Your filed articles of organization are the first document for your limited liability company records. Your LLC will generate many other official records such as your operating agreement, meeting minutes, and your EIN.

Office supplies intended for an LLC will help you stay organized and save time. Optionally, get a company record book, seal, and document templates.

Membership certificate templates should come with your company record book. Each owner receives a membership certificate as evidence of his or her ownership in the LLC.

5 Create the Operating Agreement

Draft an operating agreement (potentially using a template) which is the governing document for the LLC. It defines the formalities of how the LLC will run itself such as holding an annual meeting. You will review and adopt the agreement at your organizational meeting.

6 Hold the Organizational Meeting

The first meeting of the members of the LLC is the organizational meeting. You will need your filed articles of organization and your operating agreement in order to conduct this meeting. Keep minutes of this meeting and store them in your company record book.

7 Get a Federal Employer Identification Number (EIN)

If your LLC has more than one member or will hire employees, it must obtain an EIN. An EIN is also often required to open a bank account.

Submit to:
Internal Revenue Service
http://www.irs.gov/
Form:
IRS Form SS-4
Guidance:
IRS Pub 1635: Understanding Your EIN
Filing Method:
Mail, phone, fax, or apply online with the IRS
Fee:
$0
Turnaround:
Immediately online
Notes:
The IRS website is only available during certain hours. Print your EIN before closing your session.
8 Get New Jersey State Tax Identification Numbers/Accounts

This filing registers your LLC for applicable taxes.

Submit to:
State of New Jersey - Department of the Treasury
http://www.state.nj.us/treasury/index.shtml
Form:
Form NJ-REJ: Business Registration Form
Guidance:
Registration Forms and Information
Fee:
$0
Filing Method:
Mail or online
Notes:
  • Submit within 60 days of filing business entity.
  • If the LLC will collect sales tax, submit NJ-REG at least 15 days prior to the date of your first sale. You will receive a Certificate of Authority for sales tax and 12-digit identification number.
9 Consider Electing S-Corp or C-Corp Taxation

By default, your LLC receives pass-through taxation and the vast majority of LLCs keep this tax classification. Some LLCs benefit from electing S-Corp or C-Corp tax treatment:

  • S-Corp treatment can help owner-employees who earn more than ~$75,000 per year save on self-employment taxes. File Form 2553: S-Corp Election.
  • C-Corps suffer from double taxation: the corporation pays taxes on profits then members pay taxes on their distributions. If profits exceed $250,000 per owner, you provide employee benefits, or you will re-invest most of your profit in the business, you may benefit from the low tax rates on retained earnings under C-Corp treatment. File Form 8832: C-Corp Election.
10 Obtain Business Licenses & Permits

To run your business legally, you must obtain applicable licenses and permits. The easiest way to navigate the wide range of federal, state, and local requirements is to search by your business type and locality using the Small Business Administration Business License & Permit look-up tool.

* Ongoing Filings to Maintain Your LLC

You must file federal and state tax returns. You must also file:



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This page was last fact-checked October 9, 2013 .