One of the most important decisions a business owner can make is to organize or incorporate that business into a separate entity. The use of a limited liability entity (e.g., Corporation, Limited Liability Company “LLC,” Limited Liability Partnership “LLP,” etc.) ensures that the personal assets of the owners of that entity are not at risk for the actions of that entity.
In other words, all the things you’ve worked so hard for shouldn’t be at risk for what you do with your business. The best part is that this protection is automatic and appears the moment registration paperwork is filed correctly. And yet, despite the extraordinary value and benefit of this legal action, notwithstanding the low cost, millions of business owners continue to operate their businesses as Sole Proprietorships, General Partnerships or absent of any structure at all. Working with an experienced Las Vegas business law attorney is the best and easiest way to take advantage of the LLC structure.
For centuries, the “corporation” was the dominant limited liability structure. It is a rigid and formal structure which offers a great deal of “default” rules, protections, etc. These are the rules that apply if you do nothing after simply incorporating.
The limited liability company or LLC first appeared in Wyoming as a hybrid of the corporate and partnership structures. The idea was to deliver the flexibility of a partnership with the protections of a corporation. Today, the overwhelming majority of new businesses employ the LLC structure, because it is less expensive to start, less expensive to administer, offers infinitely more flexibility than the corporation and can be taxed identically to a corporation (if you elect to do so).
Here are the steps to open an LLC in Nevada:
When you form an LLC, you can’t choose a name that’s too much like an LLC that already exists. You can’t pick something that’s confusing like the name of a government agency. If you want to use the name of a profession, like an accountant or an engineer, you must actually have the licensing credentials for that profession. When you name your LLC, you should end your business name with “LLC.”
There are several advantages to forming an LLC in Nevada. There are no state taxes in Nevada, so you can save on taxes by registering in Nevada. The registration process in the state is relatively simple. In addition, Nevada allows LLC operators generous privacy in their business affairs. Generally, Nevada is a business-friendly state and a good state to incorporate an LLC.
If you plan to do business in the State of Nevada, an LLC may be right for you. If you plan to do business primarily in another state, it’s probably most appropriate to incorporate there. When your business crosses into multiple states, you should compare the laws and rules that apply in each state and choose the best option for you.
Although an LLC may be the best choice for your business, an LLC is only one kind of business in Nevada. It’s important to explore all of the options and the pros and cons of each business structure to choose the most advantageous option. Our attorneys can help you explore all of the possibilities and choose the best course of action for your business venture.
Nevada’s laws for LLC incorporation are Nevada Revised Statutes Chapter 86. The law defines LLCs and creates rules for how to create, manage, and dissolve an LLC. There are rules for things like how to name an LLC, business management and membership, doing business as an LLC, and making contributions to capital.
Articles of Organization for a Nevada LLC must include a long list of information. Here are the things that you need to include in your Articles from Nevada law 86.161:
The Articles don’t have to go into specifics about things like the ability of a member to take on debt on behalf of the LLC. In addition, the Articles don’t have to recite other rights and powers that are granted by Nevada law and already stated in Nevada Revised Statutes Chapter 86.
It costs $425 to form an LLC in Nevada. Filing the Articles of Organization costs $75. The state business license costs $200, and the list of managers and members costs $150. Your LLC is not official and open for business until you complete the filings and pay the required fees.
Once you begin your LLC, there’s still important work to do. If you sell anything, you must register for a sales tax permit through the Nevada Tax Center. You must also register for Unemployment Insurance Tax and Employer Tax so that you can take care of employee taxes. While there are no business income taxes in Nevada, you must still pay a modified business tax if you pay more than $50,000 in employee wages. In addition, the Nevada Commerce Tax applies if you have more than $4 million in revenue.
If you’re considering starting an LLC, or if you’ve already begun the process, an attorney can help you make the process as smooth as possible. With experience, your attorney knows how to quickly file your incorporation paperwork so that you can begin your business venture as quickly as possible.
Along the way, they help you identify things that may delay your filing or cause problems in the future. With an experienced LLC attorney, you’re working with a professional who has the training and foresight to handle the legal aspects of your business so that you can focus on making your business thrive.
If you do business as an LLC without incorporating, you’re in violation of Nevada law 86.213. You may pay a fine of up to $10,000. The District Attorney in the location of the business may take steps to recover the fine. You may have to pay additional amounts for the costs of prosecution. In addition, if you don’t have the applicable business or professional license, you may face additional fines or charges for doing business without a license.
Yes, you have to dissolve an LLC to stop doing business. Nevada law 86.155 says that an LLC exists in perpetuity until you take steps to end the LLC. If you don’t file your annual report or if you miss another required filing, your business may automatically dissolve.
There are some circumstances where an LLC must dissolve. To end your LLC, you must take steps to wind up the official business of the company. Nevada law 86.495 also allows a member to petition the courts to dissolve an LLC when it’s not practical to continue the business of the LLC in accordance with the Articles of Organization.
At Half Price Lawyers, we want organization/incorporation to be the first step that business owners take, so that, at a minimum, their personal assets are safe. To that end, we offer the guaranteed lowest prices for organization/incorporation.
Half Price Lawyers
732 S. 6th Street Suite 100
Las Vegas, NV 89101
