LLCs in Nebraska are affordable and easy to form. And as with the states, the State of Nebraska has some specific requirements that are unique to the state.
Interested parties must register with the Secretary of State by filing the necessary forms, paying the necessary fees and meeting all naming and formation requirements.
The specifications required of a Nebraska LLC are:
Registration. File a Certificate of Organization with the Secretary of State. Although a paper form does not exist, you can create one yourself. However, it is easier to use the online form. Submissions must be accompanied by the filing fee that is about $100, with an additional $5 fee per page. Fees can change, check with the Secretary of State for the most recent fees. The articles must include pertinent information such as:
- LLC name and address
- Name and address of registered agent
- Effective date
- Type of management (member-managed or manager-managed)
All documents submitted must be accompanied by the payment for the filing fee.
Forms and fees. LLC registrants are required to file a Certificate of Organization accompanied by the necessary filing fee of $100, plus an additional $5 per page. All mail submissions must have duplicates.
Timeline. Business files and forms are usually processed between three to seven working days.
Naming requirements. LLC naming requirements can be confusing. However, the easiest way to ensure that your LLC name will be approved is to make it distinguishable from other LLCs and include specific words required of LLCs. You may opt to have a preferred name checked for availability before filing your LLC formation documents with the Secretary of State.
Formation requirements. To form an LLC, a registrant must first file a Certificate of Organization with the Secretary of State.
An LLC with more than one member is also strongly advised to have a limited liability operating agreement among its members.
Starting an LLC in Nebraska
Before you begin the registration process for an LLC in Nebraska, it’s important to know what an LLC is and whether or not it is a viable business structure for your company, so be certain to read up on the definition and benefits of an LLC.
These steps will guide you through the LLC registration process with the Nebraska Secretary of State:
1. Decide on a name for your business. You can choose any name for your LLC as long as it ends with “Limited Liability Company” or any variation of its abbreviation—e.g., LLC or L.L.C.
A name may be reserved for up to 120 days with the Secretary of State by filing a name reservation request online or by mail. All requests must be accompanied by the non-refundable $15 filing fee. An acknowledgment notification will be sent to you by the Secretary of State upon processing of the request.
A preferred name may be checked for availability by sending a fax to the Secretary of State at 402-471-3666 or by emailing firstname.lastname@example.org. You may also check the Secretary of State’s website.
2. Assign an agent for service of process. Registered agents are individuals or corporations authorized to do business in the state and which have permanent addresses in Nebraska. Registered agents accept legal documents on behalf of the LLC and make sure its members are notified.
3. Get an Employer Identification Number (EIN) from the IRS. If there are two or more members in your LLC, your company will need to obtain an EIN from the IRS, for tax purposes.
4. Create an operating agreement. Although LLCs in Nebraska are not required to have a limited liability company operating agreement, it is wise to have one in place with other members should your LLC have more than one member. The State of Nebraska recognizes limited liability company operating agreements as governing documents.
5. Familiarize yourself with the LLC’s continuing legal obligations, specifically biennial reports. Biennial reports are also referred to as Domestic Business Corporation Occupation Tax Reports and are filed every other year on April 1. These reports are filed online and require you to create a profile with the Nebraska One-Stop Business Registration System. Reports must include the LLC name and designated office address. The first report is due between January 1 and April 1 of the odd year following that in which the LLC was formed.
Make sure that your LLC, should it offer professional services, meets state legal requirements.
Please note that other continuing legal obligations may include, but are not limited to, state taxes, annual or biennial reports and so on.
Filing an LLC and Fees
Following are the forms and fees that are required when starting an LLC in Nebraska:
1. Forms. Complete and submit a Certificate of Organization form to the Nebraska Secretary of State. You must include the correct filing fee when submitting the Certificate of Organization.
2. Fees. The processing fee for a Certificate of Organization form is about $100, plus an additional $5 per page. Fees can change, check with the Secretary of State for the most recent fees.
3. Limited liability company operating agreement. Although the LLC operating agreement will not be submitted to the Secretary of State, it is a good idea to have one in place for LLCs with more than one member. This document should be kept on file by the registered agent.
4. Taxes. LLCs in Nebraska are treated as corporations, limited liability partnerships or single-member LLCs and are subject to federal income tax classifications. Depending on the type of taxation you opt to have for your LLC, you will have different federal tax responsibilities.
This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.