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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.
Starting an LLC in Wisconsin follows the standard process common to U.S. states, without any unusual requirements. To avoid a misstep in the filing process, follow these steps to start an LLC in Wisconsin, 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 Wisconsin step-by-step
1. Select a name for your Wisconsin LLC
Follow naming requirements
There are 2 major guidelines to follow when naming your LLC in the State of Wisconsin:
- An LLC’s name must be distinguishable from the names of existing business entities on file with the Wisconsin Department of Financial Institutions.
- An LLC’s name must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LLC”, or “L.L.C.”
Check the availability of your LLC name
Confirm that your LLC name is available in Wisconsin using the Department of Financial Institutions Search Corporate Records Name Availability tool.
Reserve your LLC name with the Department of Financial Institutions
You can protect your chosen LLC name from being used by another Wisconsin business entity before you can file Articles of Organization by reserving it with the Department of Financial Institutions.
File a Name Reservation Application with the Wisconsin Department of Financial Institutions by postal mail (there is no online filing option) to reserve a name for up to 120 days. The filing fee is $15.
2. Designate a registered agent
As in every U.S. state, forming an LLC in Wisconsin 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 Wisconsin OR if the individual or business is based out-of-state, they must have a business office in Wisconsin.
3. File Articles of Organization
An LLC is formed in Wisconsin through the filing of Articles of Organization – Limited Liability Company with the Wisconsin Department of Financial Institutions.
You can file the articles online or by postal mail. The filing fee is $130 for online filings and $170 for mail filings.
The Articles of Organization must provide the following information:
- LLC’s name, email address, and phone number
- Registered agent name and mailing address
- LLC organizers’ names and addresses
- Whether the LLC is member-managed or manager-managed
- The name of the individual that drafted the articles
- The signature of an LLC organizer
Foreign LLC registration
An LLC formed in a state other than Wisconsin intending to do business in the state must register with the Wisconsin Department of Financial Institutions.
Complete these steps to do business in Wisconsin as a foreign LLC:
- Comply with Wisconsin LLC naming rules and confirm that the LLC’s name is available using the Search Corporate Records Name Availability tool.
- If your original LLC name is taken, you must adopt a new name for use in Wisconsin and file a Name Registration Application-Foreign Corporation or Foreign Limited Liability Company by mail (no online filing). There is a $50 filing fee. Foreign LLCs must file a new name registration application (renewal application) every year between October 1 and December 31.
- Appoint a Wisconsin registered agent.
- File a Foreign Limited Liability Company Certificate of Registration Application with the Wisconsin Department of Financial Institutions online (no mail filing). The filing fee is $100.
4. Draft an operating agreement
Although not a legally mandated step for forming an LLC in Wisconsin, 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 Wisconsin 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 doing business in Wisconsin–including foreign LLCs–must file an annual report with the Wisconsin Department of Financial Institutions. The annual report is due in the quarter of the year that includes the anniversary month of the LLC’s legal organization in the state (for example, if an LLC was formed on February 16, it must file its annual report during Q1 each year).
The annual report must be filed online. The filing fee is $25 for an LLC formed in Wisconsin and $80 for a foreign LLC doing business in the state.
Obtain business licenses and permits
LLCs doing business in Wisconsin may be required to obtain state or locally issued business licenses, permits, or certifications depending on their type of business and location.
Check the Wisconsin Department of Safety and Professional Services website for information on state-issued licenses and permits, and to learn more about local requirements, contact a county or city clerk in your area.
Register with the Wisconsin Department of Revenue
Certain LLCs doing business in Wisconsin are required to register with the state’s Department of Revenue. This includes LLCs with employees and those that collect sales tax on goods and services.
Wisconsin LLC checklist
A Wisconsin LLC’s name must obey the following guidelines:
- Must be distinguishable from the names of existing business entities on file with the Wisconsin Department of Financial Institutions.
- Must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LLC”, or “L.L.C.”
Formational documents and filing fees:
- Name Reservation Application (optional but recommended) – $15 filing fee
- Articles of Organization – Limited Liability Company – $130 online filing fee, $170 mail filing fee
- Foreign Limited Liability Company Certificate of Registration Application (foreign LLCs only) – $100 filing fee
- An LLC is created in Wisconsin through the filing of Articles of Organization – Limited Liability Company with the Wisconsin Department of Financial Institutions.
Additional legal obligations:
- File annual reports – Required for all LLCs active in Wisconsin
- Obtain business licenses and permits – Required for certain LLCs active in Wisconsin depending on their business type and location
- Register with the Wisconsin Department of Revenue – Required for certain LLCs active in Wisconsin depending on their business type