Forming an LLC in North Carolina

Here is an outline of the steps you need to follow in order to form an LLC in North Carolina. You should also read the general section on forming an LLC for information that is applicable in any state.

1. Choose a business name for the LLC and check for availability.

  • North Carolina law requires that an LLC name contain the words "limited liability company" or the abbreviation "L.L.C." or "LLC," or the combination "ltd. liability co.," "limited liability co.," or "ltd. liability company."

2. Prepare and file articles of organization with the Secretary of State.

3. Negotiate and execute an operating agreement.

  • North Carolina does not require an operating agreement in order to form an LLC, but executing one is highly advisable. There is no set criteria for the content of an operating agreement, but it typically includes topics such as how meetings are conducted, how the company will be managed, what capital contributions are required from each member, and how profits and losses will be allocated. The operating agreement does not need to be filed with the state. Please see the Operating Agreement page for details.

4. Obtain any required local licenses.

5. Determine what tax and other regulatory obligations the LLC has, and take care of any necessary registrations.

  • Request an Employer Identification Number (EIN) from the IRS. This can be done via its online application. There is no filing fee.
  • If you have an employee or employees, you need to register for NC employment taxes at any of the taxpayer service centers located throughout the state. The Department of Revenue has a directory of taxpayer service centers that will guide you to the most convenient location.
  • Whenever you hire an employee in North Carolina, you must inform both the IRS and the State of North Carolina. You can find details of all the necessary steps, including verifying work eligibility and withholding allowances, on the Hiring Employees section of the IRS website. You can find state-level information on reporting new hires at the North Carolina New Hire Reporting website.
  • If you have three or more or employees other than you and your fellow LLC members, you are required to carry workers' compensation insurance. The North Carolina Industrial Commission administers the program. Its website has a useful FAQ.
  • As a small business owner or employer, there may be other informational returns that you have to file annually or semi-annually with the IRS. For more information, take a look at the IRS Guide To Information Returns.

6. Open a bank account for your business.

  • It is a good idea to keep your business's finances separate from your personal accounts. A good way to do this early on is by opening a bank account for your business. You will probably need a Tax ID number (EIN), a copy of the articles of organization, and a resolution identifying authorized signers if those names are not listed in the articles. Here is one example of the documentation that banks ask for.
Other Notable Requirements for Maintaining an LLC in North Carolina
  • North Carolina LLCs must file an annual report with the Secretary of State every year after the date of formation. The filing fee is $200. You fill out the form online at the Online Annual Report Editor page.
 

Last updated on September 29th, 2010

   
 
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