How to start an LLC in North Dakota in 2024

According to a recent report from the US Small Business Administration’s Office of Advocacy, North Dakota is home to 75,265 small businesses. This number accounts for 98.8% of all businesses in the state. 

If you are looking to start your own business and add to the economic impact of these North Dakota small businesses, consider establishing your business as a limited liability company (LLC). Unlike a sole proprietorship, structuring your business as an LLC reduces your liability as an owner by legally separating the business entity from your personal financial and legal presence.

Below is an eight-step guide on how to start an LLC in North Dakota. The steps are:

1. Choose your LLC business name. 
2. Appoint a registered agent. 
3. File your LLC articles of organization form. 
4. Apply for an employer identification number (EIN).
5. Create an operating agreement. 
6. Register for state business taxes.
7. Obtain required business licenses and permits. 
8. File an annual report.

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8 steps to start an LLC in North Dakota

1. Choose your LLC business name

Your first step is to choose a business name. As you consider names, remember to incorporate North Dakota’s business naming guidelines into your process. We’ve also created a business name guide to help you ensure your chosen name is both appropriate and marketable. 

Once you’ve chosen a preferred name, run it through North Dakota’s business records search database to determine if it is already in use by another company. In addition, search for it in the U.S. Patent and Trademark Office’s search trademark database. If the name appears in either of these databases, you must choose another one and try again. 

Once you’ve chosen an available name, if you’re not ready to file your LLC articles of organization (see step three) where you would normally register the name, you can reserve the name for up to 12 months by filling out a reserved name application. To do so, visit the North Dakota Secretary of State’s business page and click “reserved name application.” Set up your login information to access the form. The filing fee is $10.

2. Appoint a registered agent

In North Dakota, an LLC must appoint and maintain a registered agent at all times. A registered agent receives legal and tax documents for the company, including a service of process if a lawsuit is filed against it. The registered agent must be available during regular business hours at a physical address within the state.

You can serve as your company’s registered agent. However, many LLCs outsource this role because, when you serve as your own registered agent, you run a higher risk of missing important legal correspondence, especially if you have a business that requires you to be physically absent often. This could lead to penalties or the inability to defend the LLC in court.

To learn more about the requirements and responsibilities associated with this role, read our registered agent guide. If you decide it is in the best interest of your LLC to outsource the role, check out our best registered agent services list.

3. File your LLC articles of organization form

To legally form your LLC in North Dakota, your next step is to file your LLC articles of organization form and pay the $135 filing fee. To access the form, visit North Dakota’s FirstStop business filings page and click “start a business.” You will be asked a series of questions and then led to the login page you set up credentials for in step one. Use the same login credentials here to access the LLC articles of organization form and fill it out. 

To learn more about how to fill out this form, read our LLC articles of organization guide. 

New LLC reporting requirement alert 

The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) has implemented a new reporting requirement for all non-exempt LLCs starting on January 1, 2024. 

The requirement is called the Beneficial Ownership Information (BOI) report and it is estimated to only take about 20 minutes to complete. 

Here’s what you need to know:

• LLCs formed before January 1, 2024 have until January 1, 2025 to file.
• LLCs formed between January 1, 2024 and January 1, 2025 have 90 days to file from the confirmed date of the businesses’ registration.
• New LLCs formed after January 1, 2025 will have 30 days to file from the confirmed date of formation.

For all details, FAQs and to file, visit FinCEN’s BOI website. 

4. Apply for an EIN

The IRS requires an employer identification number (EIN) for most business entities. This nine-digit number identifies your business just as a Social Security number identifies a person. It is necessary for completing business tasks such as hiring employees, opening a business bank account, obtaining required business licenses and accessing business funding. 

Applying for an EIN is free and the application can be completed online on the IRS website. Once you’ve applied, you will immediately receive an autogenerated EIN on the application’s confirmation page.

5. Create an operating agreement

In North Dakota, while LLCs are not legally required to have an operating agreement, we strongly recommend one. An operating agreement is used to define operational processes, establish the separation between members’ personal and business assets and provide clarity that could prevent LLC dissolution as a result of member disputes. It can also be used to override state LLC operating rules that contradict the LLC’s interest and defend the LLC and its members’ limited liability protection in court or during a bankruptcy.

Creating an operating agreement is a form of legal strategizing for your LLC’s success. As such, it should be customized to your LLC’s needs. If you are seeking guidance on how to draft your own operating agreement, companies such as Northwest Registered Agent and Rocket Lawyer offer free operation agreement templates online.

While these templates can be helpful, consider referring to these generic outlines as a starting point to drafting your own uniquely crafted operating agreement. Before finalizing and submitting the agreement, we advise you to consult with an attorney familiar with North Dakota’s business laws to ensure your agreement is compliant with state regulations and covers your LLC’s interests.

If you need legal counsel, several LLC formation companies, including Rocket Lawyer and LegalZoom, offer access to small business legal counsel for an additional cost. 

6. Register for state business taxes

North Dakota LLCs must register to pay required state taxes. Depending on the nature of your business, you may need to register for one or more of the following state taxes, among others:

• Sales and use tax: If your LLC sells goods or services to customers in North Dakota, you may need to collect and pay sales and use taxes. Sales and use tax rates are often based on your industry. 
• Local Tax: Administered by the Office of State Tax Commissioner, cities and counties may levy sales and use taxes, as well as special taxes such as lodging taxes, lodging and restaurant taxes and motor vehicle rental taxes.
• Motor fuel tax: If you sell motor fuel, you may have to pay a special tax on sales. If you do so on a tribal reservation, you may be subject to an additional motor fuel tax. 
• Employer taxes: Employer taxes are unemployment insurance tax and state employee withholding tax. They are applicable to companies that hire employees.
• Alcohol tax: Additional taxes may be levied against businesses that sell, manufacture, ship or supply alcohol, such as alcohol logistic shippers and microbrew hubs.

To pay such taxes, you’ll need to register your LLC using North Dakota’s taxpayer access point (TAP) online portal. TAP allows businesses to register for tax permits, file returns and manage their state tax accounts online. 

7. Obtain required business licenses and permits

The specific business licenses or permits you’ll need in North Dakota depend on the type of business you operate, where it’s located, its industry and its operational activities. For instance, professionals like doctors, lawyers and architects often need state-issued professional licenses. Additionally, cities and counties may have their own licensing requirements, such as general business licenses, home occupation permits, signage permits and construction permits. 

You can visit North Dakota’s new business registration – licensing information page to learn about common licenses issued by the state and Attorney General. In addition, the North Dakota Office of the Governor offers a list of state boards that issue licenses pertaining to certain industries, such as the Board of Physical Therapy or the State Banking Board. You should also contact the clerk’s office in the city where your business is located (or where you plan to operate) to inquire about required local business licenses or permits.

We know that finding the right board or entity to issue business licenses you may or may not know you need can be a tedious process. To learn more about what licenses or permits you may need to operate your business and how to obtain them, read our business license guide.

8. File an annual report

North Dakota requires LLCs to file an annual report. It is imperative to meet this requirement to keep your business in good standing with the state. Members should ensure that the annual report is accurate and current. Failing to file or filing incorrect information can result in penalties or the LLC’s administrative dissolution.

The annual report form can be completed online. Visit the North Dakota Secretary of State’s FirstStop page. Navigate to the business section and search for the link to file annual reports. Follow the on-screen instructions to submit the report along with your filing fee. 

Featured LLC service offers

ZenBusiness

Learn More

Via ZenBusiness’ website

Free version available

Yes

Lowest published package price

$199

Live chat

Yes: Human

LegalZoom

Learn More

Via LegalZoom’s website

Free version available

Yes

Lowest published package price

$249

Live chat

Yes

Northwest Registered Agent

Learn More

Via Northwest’s website

Free version available

No

Lowest published package price

$39

Live chat

Yes

The filing fee is $50 if the report is submitted on or before November 15 each year and $100 if submitted or received after the due date. 

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