Forming an LLC in Wisconsin
If you're forming an LLC (limited liability company) in Wisconsin, then you'll want to make sure that you understand all of the requirements for LLC formation. LLC laws vary from state to state, so it's important to get a good grasp of the steps you need to take to form your own LLC in Wisconsin.
Benefits of LLC Formation in Wisconsin
Forming a Wisconsin LLC will require time and effort, but there are considerable benefits to this business structure. Perhaps one of the most important benefits of limited liability companies is liability protection. Without liability protection, you could lose your personal assets, such as a house or car, due to a lawsuit or judgment against your business. Another important feature of LLCs is flexibility in the way the LLC is taxed.
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How to Start a Wisconsin LLC
Step 1: Name Your LLC
To make sure that your LLC name complies with the laws of Wisconsin, you'll need to take the state naming requirements and guidelines into consideration. Note, first, that your business name must be distinguishable from all other business names on record with the state. This means that your name can't be the same as or too similar to a business name that's already registered or reserved. How would you know if a business name is already taken? You'll need to conduct a name search through the Wisconsin Business Name Database. If a name that you like is already taken, you'll need to pick a different name.
It's also important to note that your LLC name must include one of the following entity designators:
- Limited liability company
- Limited liability co.
When you settle on a name that's available, you might want to make sure it doesn't get taken before you can register your business. You may pay a fee and reserve a name (for 120 days) by filing an application by postal mail.
Step 2: Pick a Registered Agent
Every Wisconsin LLC and foreign LLC doing business in Wisconsin must select a registered agent who agrees to accept legal documents if the company is sued.
The agent must have a physical street address in Wisconsin and:
- Be a Wisconsin resident; or
- A business entity authorized to do business in Wisconsin.
You can serve as your own registered agent, but most business owners find that it's best to select someone else or use a registered agent service. Note that a P.O. Box is not acceptable for a registered agent address. Also, the registered agent must be a person or company that is available during normal business hours to accept service of process.
Step 3: File Wisconsin Articles of Organization
This is the step that forms your LLC. To form a Wisconsin LLC, you must file the Articles of Organization with the Wisconsin Department of Financial Institutions. The filing (which includes fees) must include the following information:
- The LLC's name and address;
- The LLC's purpose;
- The registered agent's name and address;
- Whether the LLC is member-managed or manager-managed;
- The name of the drafter of the articles; and
- The name and address of every LLC organizer.
You may file online or via regular mail. The filing fee is $130 for online filers. If you choose to file your LLC Articles of Organization by mail, the filing fee is $170.
Step 4: Create an Operating Agreement
You should draft an operating agreement for your organization, even though it's not required by law in the state of Wisconsin. It's an important internal document that can provide guidance if you ever face a dispute or any conflict among members of the organization.
LLC operating agreements tend to address: the process for admitting new members, voting procedures, rights and responsibilities, liabilities, and procedures for dissolution. Without an LLC operating agreement, state LLC laws will apply in case of a conflict.
Step 5: Get an EIN
Most businesses are required to obtain an EIN (Employer Identification Number) or Tax ID number. It's essentially a social security number for your business. You can apply for one on the IRS (Internal Revenue Service) website for free.
Step 6: Open a Business Bank Account
You must keep your business and personal funds separate if you're going to maintain your personal asset protection. Getting a business bank account with a credit card or debit card dedicated solely to business expenses will help you keep the separation. It'll also make accounting and tax preparation easier.
Frequently Asked Questions (FAQ) About Wisconsin LLC Formation
1. What do I do about my business taxes?
You can elect how your LLC is taxed by the federal government. For state taxes, you'll need to register with the Wisconsin Department of Revenue.
2. Do I need to file annual reports for my Wisconsin LLC?
Annual reports are required for Wisconsin domestic and foreign LLCs. You must file the annual report each year with the Wisconsin Department of Financial Institutions. The filing fee for Wisconsin annual reports is $25.
3. Do I need a business license in Wisconsin?
Business licenses and permits are often required for LLCs in Wisconsin. However, some licenses or permits are industry-specific, so you'll need to check with state and local agencies to determine what the needs are for your business.
Note: State laws are always subject to change through the passage of new legislation, rulings in the higher courts (including federal decisions), ballot initiatives, and other means. While we strive to provide the most current information available, please consult an attorney or conduct your own legal research to verify the state law(s) you are researching.
Forming an LLC in Wisconsin: Related Resources
Start Forming a Wisconsin LLC
The first step on your path to forming an LLC in Wisconsin involves completing and filing the formation documents. Fortunately, forming an LLC can be a straightforward process with FindLaw’s Business Formation Service. If you require further assistance with complex formation issues, you should turn to a legal professional. Get help from an experienced Wisconsin attorney today.
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