Form an Alaska LLC
Let LegalZoom walk you through the process of becoming a limited liability company today. With our help, creating an LLC is clear, simple, and can be done online in three easy steps. Protect your personal assets, organize your business however you want, and get the fringe benefits of a legally established business entity.
When you form your Alaska LLC with LegalZoom, we prepare and file your articles of organization with the Division of Banking, Securities and Corporations in the Alaska Department of Community and Economic Development (DCED). We also conduct a name search for your Alaska LLC, to assist you in the preparation of your operating agreement and provide other customized services corresponding to your needs. Once your articles of organization have been successfully filed, your Alaska LLC has been formed and begins its existence as a corporate entity.
LegalZoom LLC Overview
Registering an LLC Name: Choosing a business name is one of the first steps in the process of forming your Alaska Limited Liability Company. The name that you choose:
Must contain the words "limited liability company" or the abbreviation "L.L.C.," or "LLC". The word "limited" may be abbreviated as "Ltd.," and the word "company" may be abbreviated as "Co."
May not contain the word "city," "borough," or "village" or otherwise imply that the company is a municipality (though the name of a specific city, borough, or village may be used)
Must be distinguishable from any other registered Alaska Limited Liability Company or other business entity and any reserved names on record
LegalZoom allows you to choose up to 3 names, in order of preference. We will conduct a name check for your Alaska Limited Liability Company before filing to see which names are available.
How to Register: Once you have chosen an available name, LegalZoom can help you register your name with the state. This will require you to submit certain information, including:
A signed application for registration setting out the name of the company, the state or territory of organization, the date of organization, a statement that it is conducting affairs, and a brief statement of its principal activities; and
Proof of organization, from the jurisdiction where the company is organized, if the company is a foreign limited liability company
Articles of Organization: In any Alaska LLC formation, articles of organization must be filed with the Alaska DCED. State law requires that certain information be included in the articles of organization of your Alaska LLC formation. This information must include:
The name of the company
The purpose of organization, which may be any or all lawful conduct for which a limited liability company may be organized
The mailing address of the company's registered office and the name of the company's registered agent
A statement that the company will be managed by a manager, if applicable
Any other provisions for internal regulation that the organizers wish to include
Filing: Your LLC is considered organized on the date of delivery to the state for filing. A copy of the articles of organization that is stamped "filed" and marked with the filing date is conclusive evidence of compliance and organization.
Additionally, an Alaska LLC formation generally requires inclusion and/or consideration of the following:
Organizers: Articles of organization must be signed and delivered to the state for filing by organizers. Alaska requirements for organizers are summarized below:
Minimum Number of Organizers: One or more.
Eligibility Requirements: An organizer must be a person, and does not need to be a member of the company either at the time of or following organization.
Operating Agreement: LLC members may adopt an operating agreement for the company, which may also be amended and repealed. The articles of organization may contain restrictions or prohibitions on this power of the members to adopt, amend, or repeal an operating agreement.
Membership: A limited liability company must have members. Requirements:
Minimum Number of Members: One or more.
Eligibility Requirements: A member must be a person.
Procedure for Membership: The person may acquire an interest in the LLC either (1) directly from the company, in compliance with an operating agreement of the company or (2) with the written consent of all of the members of the company if an operating agreement of the company does not provide for acquiring an interest directly from the company.
Resignation of Membership: Certain prohibitions exist surrounding the ability of a member to resign from the company.
A member may not resign from a limited liability company except in accordance with the operating agreement of the company.
Unless an operating agreement of the company provides otherwise, a member may not resign from a limited liability company before the dissolution and winding up of the limited liability company.
An LLC may pursue certain remedies against a resigning member if the resignation violates an operating agreement of the company.
Unless otherwise provided in an operating agreement of the company and except for termination, after a member resigns from a limited liability company, the former member's rights become those of an assignee.
Registered Agent In Alaska
LegalZoom can also provide your business with a Registered Agent in Alaska. Every Alaska LLC must have a registered agent in Alaska -- the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit.
Eligibility Requirements: The registered agent in Alaska may be either (1) an individual resident of this state whose business office is the same as the registered office, or (2) a domestic or foreign company authorized to transact business in this state whose business office is the same as the registered office.
Registered Office: The registered office may be the same as the office of the company.
Alaska Secretary of State
Once an Alaska LLC has been created, the Alaska Secretary of State will require certain recurring responsibilities and duties. The most important of these are explained below. For further information, refer to the Alaska Secretary of State office.
Biennial Report: A biennial report must be filed before January 2 of each filing year with the Alaska Secretary of State, measured from the year of organization. The first report must be filed within six months of organization. This report must include:
The name of the company and the state or country where it is organized;
The address of the registered office of the company in this state, and the name of its registered agent in this state at that address, and, in the case of a foreign limited liability company, the address of its principal office in the state or country where it is organized;
The names and addresses of the managers of the company, or, if the company is not managed by a manager, the names and addresses of the members of the company;
The name and address of each person owning at least a five percent interest in the company and the percentage of interest owned by that person in the company.
A limited liability company is dissolved and its affairs shall be wound up when the first of the following occurs:
at the time or on the happening of events specified for dissolution in an operating agreement of the company;
all of the members of the company consent in writing; or
the superior court decree.
An LLC can offer certain tax advantages over a corporation, including the availability of more deductions. Additionally, an LLC is not required to be a separate tax entity like a corporation;instead, it can be a "pass-through entity," so that the LLC owners report business losses or profits on their personal tax returns, like a partnership.
Federal Income Tax: Unless you elect to tax the limited liability company as a corporation, the IRS treats single-member LLCs as sole proprietorships for tax purposes. This means the LLC itself does not pay taxes and does not have to file a tax return. Unless you elect to tax the limited Liability company as a corporation, the IRS treats multi-owned LLCs as partnerships for tax purposes. This means that LLC owners each pay taxes on their lawful share of the profits on their personal income tax returns, not the LLC itself. If you desire, by filing IRS Form 8832, you may elect corporate taxation if you regularly need to keep a substantial amount of profits in your LLC.
State Income Tax: The LLC tax rate for Alaska is variable, based on Alaska taxable net income.
Federal Tax Identification Number: Your LLC may need to obtain a federal tax identification number (also known as an employment identification number/ EIN), which is similar to an individual's social security number. Generally, you will not need a separate EIN number for your LLC as long as you are the sole owner and the LLC has no employees. However, if you are not the sole owner of the LLC or if the LLC has employees, your LLC will need a separate EIN number to open a bank account and for certain tax filing requirements LegalZoom can prepare your Federal Tax ID Application if you have not already done so.
Filings must be made with the Alaska Secretary of State in which the LLC was organized, along with the appropriate state filing fee. When appropriate, one check must accompany the document, payable to the Secretary of State, covering all charges for the Secretary of State.