How to Form an LLC in Maine in 7 Steps
Forming a limited liability company (LLC) business entity in Maine involves several steps, including naming the LLC, appointing a registered agent, filing a certificate of formation with the Secretary of State, applying for an EIN, and setting up business and tax accounts.
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Many business owners favor a limited liability company (LLC) business entity for their small business. The LLC business structure provides personal liability protection similar to a corporation but offers options for taxation as a sole proprietor or partnership, avoiding corporate double taxation. And Maine has a unique low-profit LLC (L3C) business entity for charitable or educational purposes. Learn how to start an LLC in Maine.
Steps to Form an LLC in Maine
Name Your LLC
Choose a Name for Your LLC.
First, come up with a name for your business. The business name must be unique and different from any other company’s name under 31 M.R.S.§1508. The name cannot use the word “corporation,” use obscene language or claim a profession or business affiliation that does not exist.
Under 31 M.R.S.§1508, the name you decide on must contain limited liability or limited company or one of the legal suffixes:
- L.L.C.
- LLC
- L.C.
- LC
In addition, a low-profit limited liability company must have the suffix L3C or l3c.
Check If Your Business Name is Available.
The next task will be to ensure that an existing business isn’t using your chosen name.
- Search the business name search page at the Secretary of State Business Services to see if the name is available. The name is only approved when filed with the state.
- Conduct an internet search to ensure no one else has registered your name as a domain name. Type your LLC name into a search engine and see if there are any matches.
- Finally, to avoid trademark infringement, it’s a good idea to check that no one else has trademarked your name. Start with the United States Patent and Trademark Office (USPTO) trademark database.
Reserve Your Business Name.
Under 31 M.R.S.§1509, Maine allows you to reserve a business name for 120 days while you go through the formation process. Complete the Application for Reservation of Name (Form MLLC-1) and pay a $20 fee. This reservation is no guarantee that the Secretary of State will approve your name, but it keeps anyone else from using it for that time.
Protect Your Business Name.
Once you know your name is unique and not encumbered by a trademark or domain name registration, you may want to protect it so others can’t use it.
Register a trademark.
To protect your brand, you may register your business name in Maine or with the USPTO as a trademark. To file a Maine trademark, complete the Application for Registration of Mark (Form Mark-1) and pay a $60 registration fee.
Register a domain name.
You can also register the business name as a domain name. Then you have rights to that domain. Find a domain name registrar from an approved ICANN registrar list.
Get a Registered Agent
Under Maine law, 31 M.R.S.§1661, LLCs must have a registered agent, which is a business entity or an individual that accepts legal documents for your LLC. When someone sues your LLC, the service of process goes to your registered agent.
Your registered agent must be a Maine resident or a business entity with a physical street address in Maine. They should be available at that address during standard business hours.
You can be your own registered agent or choose one member to act as the company’s registered agent. However, if none of your LLC members are willing and able to take on this responsibility, consider using a professional registered agent service. With a registered agent service, you pay a fee for the registered agent to accept legal papers for the LLC.
File Your Certificate of Formation
You are now ready to register your Maine LLC as your business registration with the Maine Secretary of State. Complete the Certificate of Formation (Form MLLC-6) and pay a $175 filing fee. Expedited service is available for an additional cost.
Under 31 M.R.S.§1531, your LLC certificate of formation must contain the following:
- Name of the LLC (with limited liability company or abbreviation of it in the name)
- Filing date (date of this filing or a later date)
- If applicable, the LLC’s designation as a low-profit LLC or professional LLC
- Name of registered agent
- Registered office (the physical location, not a P.O. Box)
- Any attachments the LLC owners or members decide to include, particularly the Limited Liability Company Agreement
- Signature(s) of at least one authorized person
A cover letter must accompany the certificate of formation, including the following information:
- LLC name
- List of the filings you are enclosing (certificate of formation)
- Any special handling requests (for example, 24-hour or immediate service)
- Contact information for whoever can answer questions
- Address where the Secretary of State should send the return documents
Mail the certificate of formation, along with the filing fee, to:
If sending by mail, to Department of the Secretary of State Division of Corporations, UCC and Commissions, 101 State House Station Augusta, ME 04333-0101.
If sending by Fed Ex or UPS, to Department of the Secretary of State Division of Corporations, UCC and Commissions, 111 Sewall Street, 4th Floor, Augusta, ME 04330.
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Draft an Operating Agreement
Maine law requires that an LLC operating agreement govern a Maine LLC called a “Limited Liability Company Agreement.” An operating agreement is similar to but different from “bylaws,” “charters,” or other forms of corporate organization.
The Maine Limited Liability Company Agreement should contain the following points:
- Percentage of members’ ownership
- Voting rights and responsibilities
- Powers and duties of members and managers
- Distribution of profits and losses
- Holding meetings
- Buyout and buy-sell rules (procedures for transferring interest)
- Dissolution procedures
The members may manage an LLC or hire an outside manager.
Get an EIN
If you hire employees or the LLC has more than one member, you will need an Employer Identification Number (EIN). An EIN is a unique federal tax number that the Internal Revenue Service (IRS) issues. The IRS uses your EIN as an identification number for your business. Think of an EIN as a Social Security number for businesses. When you apply for a business bank account, apply for a company credit card, or pay employees, you need an EIN. You can easily get the EIN at the IRS website. Or you can file by fax, mail, or online. There is no fee for an EIN.
Set Up Business and Tax Accounts
Once you create your LLC, you have federal and state tax reporting obligations. Register online with Maine Revenue Services for all of your LLC’s Maine business taxes, including withholding taxes, sales and use taxes, and service provider taxes.
If you have employees, you are subject to federal withholding tax. And depending on your LLC tax structure, there is state and federal business income taxation.
Check for Additional Federal or State Requirements
Check state and federal websites to determine if there are any specific rules for your business. For example, some LLCs may have to file a Beneficial Ownership Information Report (BOIR) with FinCEN. Under current law, LLCs created in the United States are “domestic reporting companies” and are exempt from the BOIR requirement.
However, laws may change, so stay up to date with state and federal requirements.
Business and Tax Requirements in Maine
When you start a new business, you must set up business accounts, tax accounts, and employer accounts with the state. Register with Maine Revenue Services and the Maine Department of Labor to determine your tax obligations.
State Business Tax
There are different ways to tax an LLC. If you set up your LLC for pass-through taxation on the members’ individual income tax returns, there is no state tax. However, if your LLC elects for taxation as a corporation, your LLC pays a corporate state tax rate on the LLC’s net income.
State Employer Tax
Your LLC will be subject to state rules if it has employees—even if they are also members. As an employer, you create an account with Maine Revenue Services to set up employment withholding accounts. Additionally, employers should:
- Report new hires with the Maine Department of Labor
- Register for workers’ compensation insurance
- Set up an unemployment insurance account
Sales and Use Taxes
When you set up an account with Maine Revenue Services, you can register for a sales and use tax or seller’s permit. You need this permit if you sell physical products in Maine. The sales tax in Maine is 5.5%. You, as the seller, collect the sales tax from the purchaser and remit the sales tax to the state.
Business Licenses and Permits
Certain kinds of businesses (professionals, construction, liquor businesses, etc.) must hold licenses with the state of Maine. In addition, there may be local business licensing rules, so check with your local city or county government for their permit or licensing requirements.
Registration in Other States
If you want your Maine LLC to operate in another state, contact the secretary of state office in that state to register as a foreign LLC. You may need to show proof of your LLC’s good standing in Maine. To do this, order a certificate of good standing, which Maine calls a “certificate of existence,” online with the Secretary of State. The state fee for the certificate of existence is $30.
Annual Requirements in Maine
You must file an annual report to keep your Maine LLC in good standing. You can create a preprinted annual report or file your annual report online with the Secretary of State’s office. This report is due by June 1st of each year.
Along with the annual report, LLCs pay an $85 fee. Submit this fee when filing the LLC yearly report.
FAQs About Maine LLC Formation
The initial filing of the certificate of formation is $175.
- Single-member LLC. When one person or "member" owns an LLC, it is a "single-member LLC," or SMLLC. The SMLLC can be taxed as a sole proprietor.
- Multi-member LLC. When more than one person or "members" own an LLC, it is a "multi-member LLC," or MMLLC. The MMLLC can be taxed as a partnership.
- Professional LLC. Only professionals licensed by the state can form a professional limited liability company. The state statute lists the professions, such as accountants, attorneys, and physicians, that can be professional limited liability companies. A Maine professional limited liability company uses the designation PLLC.
- Low-Profit LLC. Maine law allows a low-profit LLC structure for organizations with charitable or otherwise public interest intent. Low-profit LLCs have the suffix L3C or l3c in the company’s name. L3Cs may be profitable; however, their primary corporate purpose is to further a charitable or educational goal.
Your Maine certificate of formation, called articles of organization in other states, is proof you are a legally valid limited liability company in Maine. You may need to show the certificate of formation when opening a business account or proving to others your LLC is legitimate.
You can download and print a copy of the LLC’s certificate of formation from the Secretary of State.
A certificate of existence verifies your LLC complies with state law and that the LLC is current with reporting and state fee requirements. Other states call the certificate of existence a certificate of good standing. You can order a certificate of existence online with the Secretary of State for a $30 fee.
You may need a certificate of existence when:
- Registering as a foreign LLC to do business in another state
- Applying for a bank loan or financing
- Attracting investors
- Selling the business
Maine requires the following to organize an LLC:
- Acceptable LLC business name and designator
- Name of registered agent
- Address of registered office (a physical address in Maine)
- Filing of certificate of formation
- Payment of the $175 filing fee
The limited liability company business entity offers entrepreneurs several benefits for their business activities:
- Protection of the members’ personal assets from the LLC’s liabilities
- Pass-through taxation to avoid double-taxation
- Fewer regulations and reporting requirements than corporations
- Unique LLC options, such as professional or low-profit LLCs
To keep your Maine LLC in good standing, you file an annual report and pay an $85 fee. The deadline to file your annual report is June 1st. Failure to file your report and pay the fee may jeopardize the legal status of your LLC. If you don’t file your annual report within 60 days of the deadline, Maine can dissolve your LLC.
No. A certificate of formation in Maine is the initial document to file for your LLC. Other states call this a certificate of organization. This certificate establishes your LLC in Maine as a business entity. It is also a public record. An operating agreement, however, is a private business document. It outlines the management and operations of your business. Maine requires that LLCs have an operating agreement drafted before or after the LLC formation. However, you do not file the operating agreement with the state.
Yes. Suppose you want to do business under a name different than your registered LLC name in Maine. If that is the case, you must file a DBA or "doing business as" with the state or local government, such as a county clerk.
However, in Maine, you register an assumed business or fictitious name with the Secretary of State by completing the Statement of Intention to Transact Business Under an Assumed or Fictitious Name (Form ASUM-5).
If you are a Maine LLC and want to use a DBA, file for an assumed name. The fee is $125. If you are a foreign LLC registering a DBA because your name is already used in Maine, file for a fictitious name. The filing fee is $40. You must follow the same naming rules for registering a business name in Maine.
Depending on your type of business, you may need business licenses and permits. Find information on state business licensing requirements on the Maine.gov website. For city and county licensing, check your local governments for their rules.
No, Maine does not have an online option at this time. To apply for a Maine LLC, you download and complete Form MLLC-6, Certificate of Formation. Maine reports that the processing time for corporate filings takes 25-35 business days. You can pay an expedited fee. For same-day service, the fee is $100. For 24-hour service, the fee is $50. Many busy entrepreneurs prefer to use an LLC formation service company for quick, convenient service.
If submitting filings by the U.S. Postal Service:
Department of the Secretary of State
Corporations, UCC and Commissions
101 State House Station
Augusta, ME 04333-0101
If submitting filings by Federal Express or UPS:
Department of the Secretary of State
Corporations, UCC and Commissions
111 Sewall Street, 4th Floor
Augusta, ME 04330
Yes. Even though you can be your own registered agent in Maine if you have a physical street address, some entrepreneurs benefit from using a registered agent service. The advantages are:
- Personal Privacy Protection. The registered agent’s address appears on the public record of your LLC certificate of formation. Your address is kept private.
- Keep Business Disputes Private. The registered agent accepts service of process at their address, not yours. Any lawsuits are not served at your business or in front of your customers.
- Maintenance of LLC. The registered agent informs you of the annual state fee and filing deadlines to keep your LLC compliant. Missing the deadlines results in costly penalties and jeopardizes your LLC’s good standing.
- Availability During Regular Business Hours. A registered agent must receive service of process during regular business hours. You may not always be available during those times.
A domestic limited liability company in Maine means you created it under Maine law. When the Maine Secretary of State accepts your certificate of formation, you have a domestic LLC.
If you want your LLC to do business in another state, you register in that state as a foreign LLC. To register in a new state, you may have to do the following:
- Search in the new state’s business records for the availability of your Maine LLC name
- Apply as a foreign LLC in the new state
- Prove your LLC’s good standing in Maine with a certificate of existence
- Pay the state’s registration fee
- Register for any business and tax accounts in the new state
- Comply with any state reporting requirements
If you want to do business in Maine but your LLC is registered in another state or jurisdiction, you must ask Maine for permission. You can only do it by completing the Statement of Foreign Qualification to Conduct Activities (Form MLLC-12). There is no online option at this time.
Similar to the requirements for a Maine LLC, you must have the following:
- A business name for your LLC
- A Maine registered agent and office
- A certificate of existence (or the equivalent) for the foreign LLC
- An operating agreement for your LLC
- Payment of the $250 registration fee
If you do not want to continue your Maine LLC, you should close it according to Maine law. To close an LLC in most states, you file articles of dissolution. In Maine, you file a certificate of cancellation. Complete the Certificate of Cancellation (Form MLLC-11c) for a Maine LLC. To terminate your Maine LLC:
- Follow the dissolution procedures in your LLC operating agreement
- Close the LLC’s tax and business accounts
- Download and complete the certificate of cancellation
- Pay the $75 filing fee
No. Maine does not allow anonymous LLCs at this time. With an anonymous LLC, the state does not require the members’ names on the certificate of formation, which is a public record. Only Delaware, Nevada, New Mexico, and Wyoming offer anonymous LLCs. However, a business owner may use professional registered agent services to keep their personal address off the formation documents.
Disclaimer: The information presented here does not constitute legal advice or representation. It is general and educational in nature, may not reflect all recent legal developments, and may not apply to your unique facts and circumstances. Consider consulting with a qualified business attorney if you have legal questions.
How to Start an LLC in Other U.S. States
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