How to Start an LLC in Idaho
Starting a limited liability company, or LLC, in Idaho allows business owners to protect their personal assets and choose their own management structure, all while enjoying pass-through taxation. To form an Idaho LLC, you’ll submit a formal document called a Certificate of Organization to Idaho’s Secretary of State and pay a $100 filing fee ($120 to file a paper form).
In order to keep your LLC legal and running smooth, you’ll need to get an EIN, open a business bank account, draw up an LLC operating agreement, and more.
We go over the process for forming and running your Idaho LLC below.
1. Name Your LLC
Before you can file your Idaho formation documents, you’ll need to choose a unique name for your LLC. Idaho Statute § 30-21-301 contains the rules for naming an LLC. Basically, your LLC name must:
- Include either the words limited liability company, or an abbreviation like LLC or L.L.C.
- Be unique among registered businesses in Idaho.
- Not use any words or abbreviations that suggest it’s a different entity type or government agency (for example: Inc or State Department).
To make sure no one else is using your desired LLC name, check to see if it’s available.
Note: Even if your desired name is available in Idaho, it may be federally trademarked, which means you could get sued if you use the name. Perform a trademark clearance search just to make sure your bases are covered.
2. Register Your Domain Name
Your domain name is the address of your website (for example, ours is northwestregisteredagent.com). You may not be ready to start your business website just yet, but when you do, you’ll probably want a domain name that matches the name of your business. That’s why it’s a good idea to reserve a web domain at the same time you form your LLC.
With a domain name, you’ll be able to use your professional business email address to contact customers and vendors instead of using your personal email. Plus, getting a domain name when you form your LLC means it won’t get scooped up by some other business.
Tip: Hire us to form your LLC and you’ll get a domain name free for your first year.
3. File Idaho LLC Certificate of Organization
The Certificate of Organization is the document you’ll submit to the Idaho Secretary of State to form your LLC. You can file this document online, by mail, or in person. The filing fee is $100. Keep in mind that Idaho charges a $20 processing fee for paper filings.
Note: All of the information on the Certificate of Organization will be on the public record.
Here’s the information you’ll need to complete the Certificate of Organization:
Your business name must be legally compliant with all of Idaho’s business naming laws. Your name can’t be the same as another business registered with with Idaho’s Secretary of State, and it must include an identifier like limited liability company or LLC.
Your principal office is your official Idaho business address.
A registered agent is a person or entity that is authorized to accept lawsuits and other important legal mail on behalf of a business. Your registered agent could be you, another Idaho resident, or a registered agent company. All Idaho LLCs are required to have a registered agent. Your Idaho registered agent must:
- Have a physical address (no P.O Boxes or virtual offices) in Idaho, which will go on the public record.
- Be available during regular business hours to accept service of process.
While you can save money by serving as your own registered agent, there are some privacy risks to doing that. Registered agent names and addresses are public information. If you appoint yourself as the registered agent of your LLC, your address will be easy to find on Idaho’s Secretary of State’s business database.
You can put your physical office address, or you can put our address if we’re your registered agent.
This is just a fancy term for someone in your LLC who has decision-making power—either a member or a manager. Their name and address goes here.
This is the address where you’ll receive regular mail. This can be a P.O. Box if you wish.
Your LLC’s organizer is the person who is signing and submitting the Certificate of Organization. This doesn’t have to be someone within your LLC. However, your organizer’s information will become public record. If you hire Northwest to form your business, we’ll be your organizer and list our information here.
The information you list here is how the Secretary of State’s office will reach you if there’s a problem with your filing. This doesn’t have to be the contact information of anyone in your LLC.
How Do You File the Idaho Certificate of Organization?
You can file your Certificate of Organization online, by mail, or in person. You’ll save $20 by filing online, but you’ll need to create an SOSBiz account.
Mail and in person:
Office of the Secretary of State
450 N 4th Street
P.O. Box 83720
Boise, ID 83720-0080
Online:
Idaho SOSBiz
4. Adopt an Operating Agreement
While not required by law in Idaho, most businesses choose to adopt an operating agreement because it outlines clear rules and regulations for how your LLC will operate. Operating agreements generally address issues like voting rights, ownership percentage, distributing profits and losses, and even dissolving the business.
Failure to adopt an operating agreement could leave your personal assets vulnerable in the event the business gets sued or goes bankrupt.
Tip: Our attorneys drew up an Idaho LLC Operating Agreement for you to use.
5. Get an EIN
An EIN (Employer Identification Number) acts as your company’s social security number. You’ll put your EIN on tax filings so that the IRS can identify your business. You can apply for an EIN from the IRS for free, either online or by mail.
The fastest way to get an EIN is to apply on the IRS website. However, if you do not have a social security number, you’ll need to mail in a paper form.
Tip: You can add EIN service when you hire us to form your LLC.
6. Get a Business Bank Account
It’s important to set up a business bank account once you’ve formed your LLC. Why? LLCs have limited liability protection, which means the state considers them to be separate legal entities (with separate liability) from the people who own them. But the only way to maintain that limited liability is by keeping personal and business finances separate.
To open a business bank account in Idaho, here’s what you need to take to the bank:
- Idaho LLC Certificate of Organization (a copy is fine)
- Operating agreement
- EIN
- An LLC Resolution to Open a Bank Account (unless it is a single-member LLC)
Tip: If your LLC has more than one member, use our free LLC Resolution to Open a Bank Account.
7. File Idaho Annual Report
Idaho LLCs are required to file a state report every year. This annual report basically ensures that your business information is up to date and the state knows who to contact if they need to get in touch with you.
Your annual report is due during the anniversary month of when your business was formed. For example, if you formed your LLC on March 12th, your annual report would be due by March 31st the following year.
Tip: Don’t feel like dealing with your Idaho Annual Report? We can file it for you.
8. File Your BOI Report
The Beneficial Ownership Information (BOI) Report is a report businesses file with FinCEN that discloses information about your beneficial owners and company applicant. You can file yours online or hire us to do it for you. Businesses are asked to file within 90 days of forming your LLC.
You can file your LLC’s BOI Report for free through the FinCEN.gov website. Or, we can file your BOI Report for you.
*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.
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