How to Register a Marketing LLC Company?
1. Choose the State of Incorporation. Typically this will be your home state or Delaware? Why Delaware? Delaware offers protections for businesses many states do not. In addition, Delaware has a rich history of case law which means you won’t be stuck “testing” a new legal theory. Other things to consider is how high the annual fees and income taxes are in the state. From the marketing perspective, saying you are registered in your home state can be important in generating business.
2. Trademark/Name. Your name must have LLC, Limited Liability Company, L.L.C. or LTD. Liability Co. as its ending. A name check is suggested. In Texas no two companies can have the identical business name registered. I advise buying the domain name and trademarking it. A Trademark is an easy and inexpensive way to impress a client.
3. Appointing Officers. While LLCs are not required to have officers, I advise they do. As a quirk, the same person can hold as many offices as they would like. Officers bear more responsibility and it’s nice to have the title on a business card.
4. Management. A LLC does not require managers in the traditional sense. Members of the LLC can “manage” the company which would hold the owners liable in the event of a disaster. LLCs have the option of choosing a non-member manager. Typically, the amount of LLC members determines how management should be set up. Management by members is best when there are fewer members. Delegation of management power is best when there are more members or members who bring capital but are otherwise not engaged in the day to day operations.
5. Filing Articles of Organization. In Texas this is called the Certificate of Formation. The document is sent to the Secretary of State. In Texas a person can file via the SOSDirect Website. Most states will have electronic means of filing which is preferable then paper.
6. Find a Registered Agent. A registered agent is a person who can be served with a lawsuit. The agent must be an adult in the state of formation or a company registered with the Secretary of State in the state of formation. If you registered in your home state, any member of the LLC with a state address can serve as the registered agent. The registered agent (unless actually responsible) is just a figure head and not liable for damages.
7. Create an Operating Agreement. Some states require one. In Texas it is not necessary. However operating agreements are important because they protect the limited liability status of the company. They define important financial and management structure information and are useful for determining rights and responsibilities. Important things to include: how much each person owns, management policies, voting, share distribution, profit and loss distribution, transition, and buy outs. Even if your state does not require an operating agreement, you should have one.
8. Banking. The next step is getting your EIN number. As soon as the Articles of Organization is filed with the state you can apply online for an EIN number via the IRS website. It’s free and you get the EIN within a few moments of applying. The EIN allows you to open up a bank account. For tax and liability reasons you want to keep the business accounts separate from personal.
9. Licenses. Depending on what your business does, you may need other licenses such as a re-seller license. You can visit your state website to find out how to obtain these licenses.
10. Sell. Sales is the heart of marketing. Good luck.