Start an LLC in Maine

Before you decide on a name for your LLC, there are a few things to consider: First off, does the name meet Maine’s legal requirements? Second, is the name available? And third, will you be able to get a domain name that matches your business name? Here’s what you need to know.

Maine LLC naming requirements

According to 31 ME Rev. Stat. § 1508, your LLC name must:

• Be different from all other registered business names in Maine. Just using a different entity label, like “LLC” instead of “Inc.” is not enough to differentiate the name. You also can’t differentiate the name with the words “and” or “the” or with different punctuation, capitalization, or special characters. For example, if the name “Roses and Ink Incorporated” is already taken, the name “Roses&Ink LLC” won’t be accepted.
• Include “limited liability company,” “limited company,” or an abbreviation, such as “LLC” or “LC.” Low-profit LLCs (LLCs organized for a charitable or educational purpose) can also use the abbreviation “L3C” or “l3c.”

The law says that the Secretary of State may reject an LLC name for using obscene language, promoting unlawful activity, or falsely suggesting that the business is associated with a public institution.

You can see if your preferred name is available by using the Maine Corporate Name Search.

Reserving a business name in Maine

If you’ve found the perfect name but aren’t quite ready to file your Certificate of Formation, you can reserve your LLC name for up to 120 days by filing an Application for Reservation of Name with the Secretary of State and paying the $20 fee. You can submit the application by mail or in person.

Getting a DBA “Doing Business As” name

Many businesses operate under a DBA name—kind of like a nickname—rather than using their legal business name. For example, a business with the legal name Jane Johnson Bakery, LLC might be known to the public as Jane’s Pies.

If you want to use a Maine DBA name (also called an assumed name), you first need to file a Statement of Intention to Do Business Under an Assumed Name and pay $125.

Reserving a domain name

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. At Northwest, we make registering a domain easy. When you hire us to form your LLC, you get free domain registration for the first year.

Trademarking your Maine LLC name

Registering your LLC name prevents other Maine businesses from registering the same name, but it doesn’t prevent unregistered businesses (sole proprietors and general partnerships) from using it. If you want exclusive legal protection for your business name, consider filing a federal trademark. Having a registered trademark allows you to sue for trademark infringement if another business unlawfully uses your name, and it can also protect you from getting sued.

All LLCs in Maine are required to appoint a Maine registered agent when they file the Certificate of Formation. Your registered agent’s job is to accept state and legal mail on behalf of your business and deliver it promptly to you.

Maine registered agent legal requirements

Your registered agent must:

• Have a physical address (no PO boxes or virtual offices) in the state of Maine, which will go on the public record.
• Be available during regular business hours to accept service of process.

The complete requirements for Maine registered agents are listed in 5 ME Rev. Stat. § 114.

Can I be my own registered agent?

Yes, and many small business owners are. However, there are some risks you should consider. Registered agent names and addresses are public information. So if you appoint yourself as registered agent, your address will be visible on the Maine Corporate Name Search, where it can end up in the hands of data brokers and scam artists. You’ll also need to be available to accept legal mail in person 52 weeks a year, which may be difficult if you work from home, have another job, or want to go on vacation.

Why use a professional registered agent service

While you can be your own registered agent or appoint a business partner or friend, it’s worth considering hiring a professional registered agent. Here are three reasons why.

1. Privacy. Starting a business shouldn’t have to mean giving up your privacy. When you hire Northwest as your registered agent, our name and business address will go on your Certificate of Formation, keeping yours private. We also allow you to use our business address on filings instead of your own wherever allowed.

2. Peace of mind. When your business receives a legal notice, it’s crucial that you respond fast. Wait too long, and you may face fines or other penalties. We upload all legal mail to our clients’ online accounts the same day we receive it, so even if you’re on a beach in the Bahamas or out to sea on a lobster boat, you won’t have to worry about missing it.

3. Protecting your image. Hopefully your business will never be served with a lawsuit, but if it happens, you can at least spare yourself the embarrassment of getting served in front of customers or business associates. A registered agent service will send you legal mail discreetly, letting you protect your business reputation.

When you’re ready to start your LLC, you’ll need to complete the Maine Certificate of Formation and submit it to the Secretary of State, along with the $175 state fee. Here’s what you’ll need to include:

• Company name. Your company name needs an indicator like “LLC.”
• Filing date. This is when your LLC will start. Most LLCs select “date of this filing” for an immediate start, but you can choose a date up to 90 days in the future.
• Low-profit LLC. Check the box if you’re forming a low-profit LLC (must have a charitable or educational purpose).
• Professional LLC. Check the box if you’re forming a professional LLC (an LLC that offers services that require special licenses, like architecture or dentistry) and list the kind of services your LLC will offer.
• Registered agent. Person or entity that will be accepting legal mail on behalf of your LLC. Specify if your registered agent is commercial (like Northwest) or noncommercial (like your neighbor Jean).
• Name and signature of authorized person. This is the person or entity that signs and submits the Certificate of Formation. It can be someone outside of your LLC.
• Customer Contact Cover Letter. An attached form with your contact information, the amount of the fee enclosed, and whether you want expedited filing.

Optional: You have the option to attach a Statement of Authority, stating who in the LLC is authorized to enter into legal contracts with third parties.

How to file the Certificate of Formation

The Certificate of Formation can only be filed by mail or person. You can submit your Certificate along with payment to:

Maine Secretary of State
Division of Corporations, UCC and Commissions
101 State House Station
Augusta, ME 04333-010

Expedited processing options

Maine’s standard processing time for corporate filings is 25-30 business days. If you’re in a hurry, you can pay extra for expedited filing:

• Next business day—$50
• Same business day—$100

Check the option for expedited processing on the Customer Contact Cover Letter.

An operating agreement (or limited liability company agreement) is a legal agreement between the owners of an LLC, establishing the rules and structure of the company. Other than the Certificate of Formation, your operating agreement is the most important document for your LLC.

Your operating agreement can include almost any provision agreed upon by members of the LLC. At the least, your operating agreement should cover the following:

• Initial investments
• How profits and losses will be distributed
• Voting rights, decision-making powers, and management
• Transfer of membership interest
• The process for dissolving the business

It’s a good idea to hire an attorney to review your operating agreement. As a starting point, we offer free, attorney-drafted Maine Operating Agreement templates.

An EIN (Employer Identification Number) is a tax ID number for your business, similar to a social security number. Multi-member LLCs, LLCs taxed as corporations, and businesses with employees are required to have an EIN. Even if it’s not a requirement for your LLC, using an EIN is safer than giving out your social security number, and it can make your business appear more legitimate.

You can get an EIN directly from the IRS for free by filing online, by mail, or (for international applicants only) by phone. You can also hire Northwest to get your EIN for you!

Thanks to a new law called the Corporate Transparency Act, most LLCs need to submit a report with the federal government called the Beneficial Ownership Information (BOI) Report. New LLCs have 90 days after company formation to file this report. On the report, you’ll need to give information about everyone with significant control or stake in your LLC (beneficial owners) and the person who filed your Certificate of Formation (called the company applicant). This information will be visible to law enforcement and government agencies, but it won’t be accessible to the public.

You can file for free through the Financial Crimes Enforcement Network website or hire us to do it for you for $9.

Once the Secretary of State has approved your Certificate of Formation, you officially have an LLC. But there are a few more things to take care of, like…

Opening a bank account

Even if you’re the sole owner of your LLC, your business needs a separate bank account. Why? LLCs are legally separate from their owners, which gives them limited liability status. Limited liability protects an owners’ personal assets if the business is sued or defaults on a debt. But if a court finds that you’re mixing personal and business finances, it could rule that your LLC isn’t truly a separate entity, and you could lose your liability protection.

To open a bank account for your LLC, first reach out to the bank and ask what documents they require for business bank accounts. Most banks will want you to bring the following:

• LLC Certificate of Formation (a copy is fine)
• Your operating agreement
• EIN
• LLC Resolution to Open a Bank Account (for multi-member LLCs)

Learn more about How to Open a Business Bank Account.

Maine tax requirements

LLCs are taxed as pass-through entities by default. This means that they don’t pay corporate income tax. Instead, the profits and losses of the LLC pass to the LLC members, who report their share as personal income. LLCs can also file with the IRS to be taxed as an S-corp or C-corp.

Here are some important Maine taxes to be aware of:

• Maine income tax. Maine has a graduated individual income tax, ranging from 5.8% to 7.15%.

• Sales and use tax. Maine businesses that regularly sell goods and services need to file sales tax returns. The sales tax rate in Maine is 5.5%.
• Pass-through withholding tax. If any members of your LLC aren’t residents of Maine, you’ll need to withhold a percentage of the members’ Maine-sourced income (8.93% if the member is a C-corporation, 7.15% if not).

You can register for Maine business taxes through the Maine Tax Portal.

Applying for licenses and permits

Maine doesn’t have a statewide general license, but some towns and cities require a local business license. You may need other permits and licenses to operate, depending on your industry and location. Maine has an online Business Answers service where you can search by keyword to find the licensing board for your industry.

Maine Annual Report

Maine LLCs must file an annual report with the Secretary of State each year. The purpose of the Maine annual report is to make sure the state has current contact and ownership information for your LLC. The filing fee is $85, and the deadline is June 1st each year.

You can file your annual report through the Maine.gov website, by mail, or in person. Or, hire Northwest to file your annual report for you. We’ll remind you 90 days before your annual report is due, so you’ll never see a late fee.

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*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.