There are two basic LLC types available to any individual looking to form an LLC domestically, the standard domestic LLC and the professional LLC. The filing procedure for the two types is identical barring two details:
- Professional LLCs cannot be filed online
- Each LLC type has its own Certificate of Organization
Other than these points the processes and fees are identical. The fee for filing is a whopping $500, with an extra $20 thrown on top for any form of expedited filing (online, fax), and the certificate may be filed online (for standard LLCs), through the mail/in person, or via fax.
It is imperative that anyone looking to form an LLC have selected a unique and available operating name for the LLC. Although there is no official name availability inquiry, as there is in some other states, you are free to cross-reference your desired name with the business entity database to determine its eligibility. Once you’ve selected an available name be sure to reserve it via the name reservation procedure. We will be assuming going forward that you have indeed selected and verified an operating name for your LLC.
How to Form a Standard LLC (Online)
Step 1 – Begin your online filing by navigating to this webpage and selecting the link entitled here which indicates that you are forming a new entity. The link should be located at the top of the page.
Step 2 – Now select Certificate of Organization underneath Domestic Limited Liability Company from the listed options to continue.
Step 3 – You will be expected for the next several steps to input data pertaining to your LLC. To begin, submit the exact LLC name, its principle address, and the street address in the Commonwealth at which the records will be maintained.
Step 4 – Write a brief description of the general character of the business, if the LLC is organized to render service, and, if so, which service(s) is to be rendered. You must also indicate the latest date of dissolution, if specified.
Step 5 – Input the name and address of the resident agent and have him/her sign off, officially, on this information.
Step 6 – Input the name and address of the following individuals:
- Authorized document executor(s)
- Authorized recordable instrument handler(s)
Step 7 – If you have additional matters or special filing instructions to disclose, do so here.
Step 8 – Disclose the address, name, and contact information of the filer. Email addresses are optional but will allow the Commonwealth to inform the filer of the status of their filing much more quickly than a notification by mail would.
Step 9 – E-sign the document and accept the terms before selecting click HERE to submit this information.
Step 10 – After confirming the information you have entered you will be asked to pay for your filing. Select your preferred payment method at this juncture. For the purposes of this tutorial we have shown the credit card method only.
Step 11 – Input your credit card number and select submit to complete the filing process.
How to File a Standard/Professional LLC (Mail | In Person | Fax)
Step 1 – To begin, download the standard LLC Certificate of Organization PDF or the professional LLC Certificate of Organization and input the following data into the first page either by hand or on your computer (note: only the standard LLC form is displayed, the two being equal but for one field regarding the professional service to be rendered by the professional LLC in question):
- Federal ID number
- Exact LLC operating name
- Principle address
- General character of business
- Latest date of dissolution, if specified
- Name and address of resident agent
- Name and address of manager(s), if any
- Professional service to be rendered (if a professional LLC)
Step 2 – Continue on page two by entering the following data:
- Name and address of authorized document executor(s), if any
- Name and address of authorized recordable instrument handler(s), if any
- Additional matters, if any
- Resident agent consent
Step 3 – Finish the form by submitting the filer’s contact information into the provided fields. Once complete, print the form.
Step 4a – (Mail | In Person) – To file by mail or in person, attach a check for $500 made out to the Commonwealth of Massachusetts to your form and either send it or deliver it to the following address:
1 Ashburton Place, Room 1717
Boston, MA 02108-1512
Step 4b-1 – (Fax) – To fax your form you must make a fax-able package to the standards of the Commonwealth. They require both your form and a fax voucher coversheet– a form which both introduces your filing and proves that you’ve indeed payed the requisite fees in advance through their web portal. To begin the fax process, navigate to this page and input your contact information. Once finished, select the appropriate category and filing type for your LLC (domestic limited liability company and certificate of organization respectively).
Step 4b-3 – Submit your credit card number, select submit, and await authorization. If successful, the site will generate your fax voucher coversheet which you must then print.
Step 4b-4 – Finally, place your fax voucher coversheet on top of your form and send both to the following fax number:
EIN – We recommend that as soon as your LLC is formed you immediately acquire an EIN, or employer identification number, from the IRS. This number will allow your LLC to operate legally before the eyes of the law. Every financial maneuver on the part of your LLC, no matter how small, is dependent on the acquisition of this number. To acquire an EIN you can use the Online registration or you may download the PDF Form SS-4 and submit it by mail or in person to the IRS.
Operating Agreement– We have drafted, for your convenience, a template for a typical LLC operating agreement with the aid of our in-house lawyer. Should you choose to draft this document for your LLC you may access our template (available in both MS Word and PDF formats) by following the link to the left. This document is not legally required by the Commonwealth, however we highly recommend all LLCs draft one as it will lay out the organizing principles of your entity, as well as the financial distribution structure, in plain language that each member must officially assent to. Having a document such as this will help your entity avoid litigation between members or between the entity and the government in the future.
Renewal – All LLCs must file an annual report with the office of the Secretary of the Commonwealth in order to remain in good standing. Filings can be completed online (domestic standard LLCs only) by simply following the link to the left (you will need to have your LLC’s customer ID number and PIN on hand to complete the filing) or by fax or mail/in person using the following forms:
- Domestic Standard LLC $500 ($520 if submitted online or by fax)
- Domestic Professional LLC $500 ($520 if submitted online or by fax)
For instructions on fax filing please click here. All fax filers will need to pay their fees and generate their fax voucher coversheet, steps which can be completed on this page. If you wish to file by mail/in person deliver your forms to the following address:
1 Ashburton Place, Room 1717
Boston, MA 02108-1512
Finally, all checks must be made out to the Commonwealth of Massachusetts.