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When starting a new company, choosing a business entity is the most important decision that the founders must make. For most businesses with more than one founding member, forming as an LLC is often the best option for a number of reasons.
An LLC is an uncomplicated business structure that affords business owners legal protection by separating personal assets from business debts. Moreover, LLCs often enjoy a lower tax rate than corporations. Nevertheless, creating an LLC can get complicated depending on where you are based, with the formation process, filing fees, and continuing legal obligations differing from state to state.
Forming an LLC in New Hampshire does not impose any unusual requirements on the part of its founders, so starting a business in the state should not prove especially difficult.
To avoid a misstep in the filing process, follow these steps to start an LLC in New Hampshire, and refer to the checklist at the bottom of the post to familiarize yourself with the legal and financial requirements for LLCs in the state.
Starting an LLC in New Hampshire step-by-step
1. Select a name for your New Hampshire LLC
Follow naming requirements
There are 2 major guidelines to follow when naming your LLC in the state of New Hampshire:
- An LLC’s name must be distinguishable from the names of existing businesses on file with the New Hampshire Secretary of State Corporation Division.
- An LLC’s name must contain “Limited Liability Company”, “L.L.C.”, or a similar abbreviation at the end.
Determine the availability of your LLC name
After picking a name that complies with state rules, make sure it is available to use in New Hampshire by performing a search with the New Hampshire Secretary of State Business Search.
Reserve your LLC name with the Secretary of State
It’s a good idea to reserve your chosen LLC name with the New Hampshire Secretary of State to ensure that another business entity doesn’t take it before you file your Certificate of Formation.
2. Designate a registered agent
As in every U.S. state, forming an LLC in New Hampshire requires the appointment of a registered agent service to handle state and federal legal documents and service of process on the business’s behalf.
The registered agent must either be a state resident or business entity with a street address in New Hampshire OR if the individual or business is based out-of-state, they must have a business office in New Hampshire.
3. File a Certificate of Formation
An LLC is formed in New Hampshire through the filing of a Certificate of Formation of New Hampshire Limited Liability Company with the New Hampshire Secretary of State. The certificate may be filed online or printed and mailed to the Secretary of State’s office. The filing fee is $100 and a credit card is the preferred payment option.
The Certificate of Organization must include the following details:
- LLC name, office address, email address, and phone number
- Registered agent name and address
- The nature of the LLC’s business
- Whether the LLC is member-run or manager-run
- A list with all LLC members and/or managers
- An LLC member or manager’s signature
Foreign LLC registration
An LLC formed in another state that intends to do business in New Hampshire must register with the New Hampshire Secretary of State.
Follow these steps to do business in New Hampshire as a foreign LLC:
- Comply with New Hampshire LLC naming guidelines and confirm that your LLC name is available in the state using the New Hampshire Secretary of State Business Search.
- Appoint a New Hampshire registered agent.
- File an Application for Registration of Foreign Limited Liability Company with the New Hampshire Secretary of State online or by postal mail. The filing fee is $100.
- The application must be accompanied by either a Certificate of Existence or a Certificate of Good Standing from the LLC’s state of origin that is dated no more than 60 days before the date of its filing with the New Hampshire Secretary of State.
4. Draft an operating agreement
Although not a legally mandated step for forming an LLC in New Hampshire, drafting a comprehensive LLC operating agreement is strongly recommended for all nascent limited liability companies.
The operating agreement should do the following:
- Describe the LLC’s business structure
- Establish the individual responsibilities and obligations of LLC members
- Detail how the LLC will be run
Without an operating agreement clarifying the specific duties of its members, an LLC may face significant legal and operational difficulties.
5. Obtain an IRS Employer Identification Number (EIN)
All newly formed LLCs in the United States must acquire an Employer Identification Number (EIN) from the Internal Revenue Service (with the exception of single-member LLCs).
The nine-digit EIN is like a social security number for a business and is necessary to pay income tax, file tax returns, open business bank accounts, and perform many other important functions.
You can apply for an EIN online on the IRS website without paying a filing fee.
6. Fulfill your New Hampshire LLC’s additional legal obligations
Once an LLC is registered, its members must devote attention to fulfilling legal requirements that apply for the duration of the company’s existence.
File Annual Reports
All LLCs active in New Hampshire must file an annual report with the Secretary of State every year. This includes foreign LLCs doing business in the state. The report is due each year before April 1.
An LLC must file its annual report online. Just click “One Click – Annual Report Filing” at the top right of the page to begin the process.
Register with the New Hampshire Department of Revenue Administration
Certain LLCs active in New Hampshire must register with the New Hampshire Department of Revenue Administration in order to satisfy a number of state tax obligations. This includes LLCs that collect sales tax on retail goods and LLCs that have employees. New Hampshire is unique in the taxes it imposes on LLCs and more LLCs are required to register with the state’s DORA than in other states.
Visit the New Hampshire Department of Revenue Administration website for more information.
Obtain business licenses and permits
Some New Hampshire LLCs may need to obtain one or more state or local business licenses, permits, or certifications depending on the nature of their business and where they are based.
Check the New Hampshire Employment Security Department’s page on Licensed, Certified, and Registered Occupations for more information on state licenses. For advice on how to satisfy local business licensing requirements, contact a city clerk or local government representative in the municipality where your LLC’s principal office is located.
New Hampshire LLC checklist
A New Hampshire LLC’s name must obey the following guidelines:
- Must be distinguishable from the names of existing businesses on file with the New Hampshire Secretary of State Corporation Division.
- Must contain “Limited Liability Company”, “L.L.C.” or a similar abbreviation at the end of the name.
Formational documents and filing fees:
- Application for Reservation of Name – $15 filing fee (optional)
- Certificate of Formation of New Hampshire Limited Liability Company – $100 filing fee
- Application for Registration of Foreign Limited Liability Company – $100 filing fee (foreign LLCs, only)
- An LLC is formed in New Hampshire by the filing of a Certificate of Formation of New Hampshire Limited Liability Company with the New Hampshire Secretary of State.
Additional legal obligations:
- File annual reports – Required for all LLCs doing business in New Hampshire
- Register with the New Hampshire Department of Revenue Administration – Required for most LLCs doing business in New Hampshire
- Obtain state and local business licenses – Required for certain types of LLCs