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Here are the steps you need to take to form an limited liability company (LLC) in New Hampshire. For more information on how to form an LLC in any state, see Nolo's article on How to Form an LLC.
Under New Hampshire law, an LLC name must contain the words: "Limited Liability Company" or the abbreviation "L.L.C.," or a similar abbreviation.
Your LLC's name must be distinguishable from the names of other business entities already on file with the New Hampshire Secretary of State Corporation Division. Names may be checked for availability at the New Hampshire Secretary of State business name database.
You may reserve a name for 120 days by filing an Application for Reservation of Name with the New Hampshire Secretary of State. The application must be filed by mail. The filing fee is $15.
Using a Trade Name
You don't have to use your LLC's official legal name registered in your Certificate of Formation when you do business out in the real world. Instead, you can use a trade name, also called a fictitious business name, "DBA" (short for doing business as), or assumed name. To do so in New Hampshire, you must register your trade name with the New Hampshire Secretary of State. You register by filing an Application for Registration of Trade Name (Form TN-1). You may register online or by postal mail. The filing fee is $50.
Every New Hampshire LLC must have an agent for service of process in the state. This is an individual or business entity that agrees to accept legal papers on the LLC's behalf if it is sued. The registered agent may be a New Hampshire resident or a corporation, LLC, or limited liability partnership authorized to do business in New Hampshire. The registered agent must have a physical street address in New Hampshire. A list of registered agents is available at the New Hampshire Secretary of State website.
A New Hampshire LLC is created by filing a Certificate of Formation of a New Hampshire Limited Liability Company with the New Hampshire Secretary of State. The Certificate must include:
The certificate may be filed online or by postal mail. The filing fee is $100.
An LLC operating agreement is not required in New Hampshire, but is highly advisable. This is an internal document that establishes how your LLC will be run. It sets out the rights and responsibilities of the members and managers, including how the LLC will be managed. It can also help preserve your limited liability by showing that your LLC is truly a separate business entity. In the absence of an operating agreement, state LLC law will govern how your LLC operates.
For help creating an LLC operating agreement, see Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo) or use Nolo's Online LLC.
If your LLC has more than one member, it must obtain its own IRS Employer Identification Number (EIN), even if it has no employees. If you form a one-member LLC, you must obtain an EIN for it only if it will have employees or you elect to have it taxed as a corporation instead of a sole proprietorship (disregarded entity). You may obtain an EIN by completing an online EIN application on the IRS website. There is no filing fee.
All New Hampshire LLCs and foreign LLCs authorized to do business in the state must file an annual report. The report must be received by the Secretary of State prior to April 1. The filing fee is $100. The report must be filed online through the New Hampshire Annual Report Online Filing web page.
Should I form an LLC in New Hampshire?If you are just starting your business or have already been operating as a sole proprietor, you should consider forming an LLC. LLCs limit an owner's personal liability for business debts and lawsuits and offer a lot of flexibility when it comes to ownership, management, and taxation of the business. To learn more about LLCs and decide if it is the right business structure for you, see What is a Limited Liability Company (LLC)?
How do I know if my LLC name is available?It is important to make sure that your LLC's name is distinguishable from the names of other existing businesses on file with the New Hampshire Secretary of State. You can conduct a name search for free on their website to make sure your proposed name is available.
How much does it cost to form an LLC in New Hampshire?Filing on your own is often the cheapest option, but completing all of the forms and filing them yourself can be complicated. Hiring a lawyer is another option, but will often cost you hundreds, if not thousands, of dollars in the process. Nolo's Online LLC formation service can complete all of the paperwork and filings for you, with packages starting at just $49.00. To learn more about the costs associated with forming and running an LLC, see How Much Does It Cost to Form an LLC?
Do I need an operating agreement for my New Hampshire LLC?New Hampshire does not require LLCs to have operating agreements, but it is highly advisable to have one. An operating agreement will help protect your limited liability status, prevent financial and managerial misunderstandings, and ensure that you decide on the rules governing your business instead of state law by default. For more information, see The LLC Operating Agreement.
Do I need a business license in New Hampshire?Depending on its type of business and where it is located, your LLC may need to obtain other local and state business licenses. A guide to New Hampshire business license requirements can be found on the New Hampshire Economic and Labor Market Information Bureau website. For more information, see Nolo's article How to Get a Small Business License in New Hampshire.
Are there New Hampshire business taxes I need to pay?In some cases, for example if you have employees, you'll be liable for certain state taxes. New Hampshire also is relatively unusual in imposing several taxes directly on LLCs with incomes or other values above certain levels. Check the New Hampshire Department of Revenue Administration (DORA) for more details. For more information on state LLC tax registration, check Nolo's article New Hampshire LLC Annual Filing Requirements.
Can a foreign LLC do business in New Hampshire?To do business in New Hampshire, all LLCs organized outside of the state must register with the New Hampshire Secretary of State. Foreign LLCs must appoint a registered agent for service of process physically located in New Hampshire. To register, file an Application for Registration as a Foreign Limited Liability Company. The application may be filed online or by mail. The filing fee is $100.
The completed application must be accompanied by a certificate of legal existence or good standing from the foreign LLC's home state, dated no more than 60 days prior to the filing of the certificate.
Before filing, make sure the LLC's name is available in New Hampshire by checking the New Hampshire business name database. If the name is not available, the foreign LLC must adopt a trade name for use in New Hampshire. File an Application for Reservation of Name with a $50 fee. The application can be filed online or by mail.
Can I form a single-member LLC in New Hampshire?For most formation purposes, a New Hampshire single-member LLC is considered the same as a multi-member LLC. The steps to form a single-member LLC in New Hampshire are the same as those listed above.
Single-member LLCs do have additional flexibility when it comes to filing a tax return. To learn more, see Nolo's article, How Single-Member LLCs Pay Federal Income Tax.
Can I form a professional LLC in New Hampshire?If you provide a licensed professional service in New Hampshire and want to form an LLC, you will be required to form a professional limited liability company (PLLC). Examples of professional services include architects, attorneys, dentists, certified public accountants, and more. Generally, if you provide a service that requires you to obtain a New Hampshire state license before practicing, then you are a professional service. Under New Hampshire law, LLCs can be formed to provide professional services. However, only one specific type of service may be provided and all the owners of the LLC must be licensed or registered to perform the professional service for which the LLC was organized.
To learn more about forming a New Hampshire PLLC, see our article, How to Form a Professional LLC in New Hampshire.
How do I dissolve my LLC when I'm done?If you reach the point where it is time to close your business and cease all operations, then you will want to properly dissolve your LLC to limit your liability for lawsuits and government fees. Learn about the steps you will need to take.