Your North Dakota LLC name can identify the type of products and services your business will provide; or it may be the name of the founder; or it can be a combination of the two or something else.

In any case, the North Dakota LLC name that you choose must be distinguishable from the name of any other registered North Dakota LLC or other registered North Dakota business entity, such as a North Dakota Corporation or LLP.  The LLC name must also be different from any reserved names on record with the state of North Dakota.  Your North Dakota LLC name must not imply that it was formed for a purpose other than that stated in your Articles of Organization; and your North Dakota LLC name must not be a name that is likely to mislead the public.

The name of a North Dakota LLC must include the word "LLC" or "Limited Liability Company" or an abbreviation of one of these words.

It's important to choose a good name for your North Dakota LLC because if you want to change it after you Form a LLC in North Dakota you will have to file amended Articles of Organization with the North Dakota Secretary of State (and pay a fee).

Every North Dakota LLC must have an address that is physically located in the state of North Dakota.  This address is "registered" with the North Dakota Secretary of State.  The Registered Address is where official and legal correspondence can be delivered.

The individual or company that is registered with the state of North Dakota to receive all correspondence on behalf of the North Dakota LLC is called a "Registered Agent" or "Agent for Service of Process".  You may act as your own Registered Agent, however, many North Dakota LLCs hire a Registered Agent because they don't have a physical address within the state of North Dakota or to provide a distinct level of privacy.

The owners of a North Dakota LLC are called Members - not Partners or Shareholders.  (a North Dakota Limited Liability Company does not issue stock).  Members make all business decisions and realize the financial benefits generated by the North Dakota LLC.  Division of ownership and distribution of profits are decided by private agreement among the Members.  Each North Dakota LLC must have at least one Member.  Members need not live in the state of North Dakota or be citizens of the United States.

Managers are responsible for the day to day operation of the North Dakota LLC.  Members elect or appoint Managers and have the power to remove them.  Managers may or may not be Members of the North Dakota LLC.  Management for your North Dakota LLC may be defined in your Articles of Organization or, more commonly, in an Operating Agreement.

The IRS does not recognize a Limited Liability Company as a classification for federal tax purposes.  North Dakota LLC Members can elect for the IRS to tax the LLC as a sole proprietorship, partnership, C Corporation, or S Corporation.  This decision may be made after the North Dakota LLC is created.  If a single Member North Dakota LLC does not declare a tax classification it is taxed the same as a sole proprietorship.  A multiple Member North Dakota LLC that does not declare a tax classification is taxed as a general partnership.  More specific federal LLC tax information can be found at the IRS web site.

A North Dakota Limited Liability Company is a type of business that is authorized by the state of North Dakota - not by the federal government.  In order to form a LLC in North Dakota you must file Articles of Organization with the North Dakota Secretary of State. The Articles of Organization must include certain specific information about your North Dakota LLC.  If the Articles do not conform exactly to state of North Dakota requirements they will be rejected.  You may subsequently amend the Articles of Organization for your North Dakota LLC but you will have to pay a fee to the state of North Dakota in order to make the changes official.

A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a business entity.  An FEIN is like a Social Security Number for your North Dakota LLC.  All North Dakota LLCs electing to be taxed as a C-Corporation or S-Corporation are required to have a FEIN.

If you do not elect to have your North Dakota LLC taxed as a Corporation you may still need to get a FEIN if it is composed of multiple members or if you plan to have employees.

If you plan to form a Single Member North Dakota LLC you may not need a separate FEIN for the LLC if you have no employees.  The sole Member of a Single Member North Dakota LLC may be able to use his or her Social Security Number instead of applying for an FEIN.  You may request a FEIN for your North Dakota LLC for banking or state tax purposes, but an FEIN may not be required for federal tax purposes depending on your business circumstances.

An Operating Agreement defines the rules by which your North Dakota LLC will operate.  It is the core document that is referred to when issues concerning your LLC need to be resolved.  Operating Agreements may include requirements for almost anything that involves the management and operation of your North Dakota LLC.  By having an Operating Agreement all Members will be provided with a clear set of rules they have agreed upon thus reducing the likelihood of disagreement in the future.

Items commonly included in an Operating Agreement for a North Dakota LLC:


Although an Operating Agreement is not required in the state of North Dakota, if you plan to form a multiple Member North Dakota LLC it is highly advisable to have one.  Having an Operating Agreement will save you a lot of time and money should conflict arise down the line.  As your North Dakota LLC grows over time, you may amend your Operating Agreement as necessary.

When your North Dakota LLC has an Operating Agreement your business will be governed by your own rules and not some canned business rules created by the state of North Dakota.

It's very important that you have a separate business bank account for your North Dakota LLC.  Mixing personal and business funds may get you in a lot of trouble with the tax man down the line.  It's a good idea to contact the bank before you open a business bank account for your North Dakota Limited Liability Company.  Specific requirements vary from bank to bank. 

In most cases you will need a FEIN, a copy of your North Dakota LLC Articles of Organization, and a resolution identifying authorized signers if those names are not listed in the Articles.

Note that forming a North Dakota LLC doesn't take the place of obtaining a business license, tax registration certificate, or other required business permits.  A North Dakota LLC merely creates an ownership structure that limits the owner's personal liability.  You may still need to take care of getting set up to do business with your local government.

Depending on the nature of the business and the location of your North Dakota LLC you may need to get one or more city business licenses or permits.  The business licenses or permits that are required for your North Dakota LLC vary depending on your business activities and the specific locations within the state of North Dakota in which you want to conduct business.

If your North Dakota LLC will be selling products in North Dakota you may be required to obtain a Reseller's Permit from the appropriate North Dakota state agency.  If your North Dakota LLC will be selling products in North Dakota you will also be responsible for all applicable local and state of North Dakota sales taxes if there are any.

The North Dakota Secretary of State does not have any Initial ND LLC Annual Report filing requirements. The first North Dakota LLC Annual Report is due at the North Dakota Secretary of State by November 15 in the year after the North Dakota Secretary of State initially approves the North Dakota LLC.

Every North Dakota LLC is required to file an Annual Report EACH year with the ND Secretary of State.

The ND Corporation Annual Report is due at the North Dakota Secretary of State by November 15 EACH year.