Forming a North Dakota limited liability company

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We provide a couple options to assist you in forming your North Dakota LLC.  If you just need some help with the state paperwork, continue reading the instructions below.  If you’d like a downloadable e-book that walks you through these instructions with example forms, provides operating agreements, breaks down some of the benefits and drawbacks of operating as a limited liability company, and directs you on how to get an EIN for banking purposes, you should check out our state kit, available for $34.95.

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Forming a North Dakota limited liability company is actually pretty simple. Here are step-by-step directions to get the necessary paperwork filed with the state:

1. Check if the LLC name you want is available

As a first step, you may want to check if the LLC name you want to use is even available. Here’s an easy and free way to do this: You can search for a similarly named LLC using the North Dakota Department of State’s online database at:

https://secure.apps.state.nd.us/sc/busnsrch/busnSearch.htm

The database can be accessed by the first few words of a business name, by any significant word in a business name, or by the System ID number assigned to the record by the Secretary of State.

You also have the option of filing a Reserve Name Application form for $10. This filing will reserve the chosen name for one year. However, it only reserves the name and does not grant authority for the use of the name until the documents applicable to the business structure are filed. This is not a required step.

2. Download the Articles of Organization form from the North Dakota Secretary of State’s web site

The URL, or web page address, for this form is as shown below.

http://www.nd.gov/eforms/Doc/sfn58701.pdf

Check either the North Dakota Limited Liability Company Act box or the North Dakota Corporate or Limited Liability Company Farming Act box as appropriate.

If engaged in general business purposes, check the first box. If engaged in farming or ranching, check “North Dakota Corporate or Limited Liability Company Farming Act” box. If a box in not checked and the name or purpose does not indicate otherwise, the LLC will be established for general business purposes.

3. Identify the name you want to use for your new LLC

Enter your business or investment name onto the lines provided. (I used the example name, “Acme Explosives LLC.”). The name must contain the words “limited liability company,” or must contain the abbreviation “L.L.C.” or “LLC.” For example, all of the following names should be acceptable:

  • Acme Explosives Limited Liability Company
  • Acme Explosives LLC
  • Acme Explosives L.L.C.

4. Provide your name and address to the Secretary of State’s office

North Dakota wants to know the name and contact information of the registered agent. The registered agent may be an individual residing in North Dakota, a domestic corporation or a domestic limited liability company, or a foreign corporation or a foreign limited liability company authorized to transact business in North Dakota with a business
office in North Dakota. A corporation or limited liability company appointed to serve as registered agent must be registered with the Secretary of State and be in good standing. If a corporation or limited liability company is being named as registered agent, provide the “correct” name of the corporation or limited liability company. A limited liability company cannot serve as its own registered agent. The address of the registered agent must include an actual office location, including a street or rural address, a post office box number if applicable for mailing purposes, and the city, state, and zip code. This address may not be only a post office box. Accordingly, enter your name, social security number, and address information onto the lines that ask for this information.

5. List date

List the effective date of the organization if a later date than that on which the certificate of organization issued by the Secretary of State (may not exceed 90 days after the certificate is issued by the Secretary of State).

6. Identify yourself as the LLC organizer

One or more individuals may organize a limited liability company. The individuals must be at least eighteen years of age. Individuals do not need to be North Dakota residents to act as organizers under North Dakota law. Name and addresses of organizers must be included in articles of organization. The articles of organization must bear the signatures of the organizers. Therefore, put your name and address in this section.

7. Signature and date

The organizer(s) must sign and date the Articles of Organization.

8. Submit the application

After you complete the Articles of Organization, mail it along with $135 to:

Business Division

Secretary of State

State of North Dakota

600 E Boulevard Ave Dept. 108

Bismarck ND 58505-0500

Processing lead times vary, but in general, it takes several weeks to get your LLC certificate back from the Secretary of State’s office.