Start an LLC in Washington

First, you have to name your LLC . You can search the Secretary of State Corporations Registration Data Search to see if the name you want is currently in use.

Washington LLC naming requirements

You can choose any name you want so long as it fits the legal requirements laid out in RCW § 23.95.305. The name must:

• Contain an indicator such as “limited liability company,” “L.L.C.,” or “LLC.”
• Not include words like “incorporated,” “limited partnership,” or any other words that are reserved for other business entity types.
• Be unique among business names in Washington.

Reserving a business name in Washington

If you’re waiting to start your LLC, you can reserve your business name by filing a Name Reservation form with the Washington Secretary of State for $30. The state will reserve your business name for 180 days.

Getting a DBA “Doing Business As” name

A DBA—also called a trade name or an assumed business name—is any name other than your LLC’s legal name. You can register a trade name for your business when you file a Business License Application on Washington’s online portal, My DOR. You’ll need to pay $15 per trade name. ($5 for the name itself, and $10 for the processing fee.)

Reserving a domain name

Your domain name, or your website address, is almost as important as your official business name. Before you register your LLC name, it’s a good idea to find out if a matching or complementary domain name is also available. If you wait, you may end up scrambling to find an appropriate domain when it’s time to create your business website. When we form your Washington LLC, you can add a domain name that’s free for the first year.

Trademarking your WA LLC name

Forming an LLC in Washington doesn’t give you exclusive rights to your LLC name. Another business could still use the name as a trade name. If you want a legal claim to your business name, you’ll need to trademark the name. You can trademark your business name in Washington or go big and register a federal trademark.

All Washington businesses need a registered agent to accept state and legal mail. You can have a commercial registered agent (a professional registered agent service that has registered its address with the state, like us) or a noncommercial registered agent (a person or business that hasn’t registered its address with the state). Remember that your registered agent’s name and address will be part of the public record.

WA registered agent requirements

The requirements for a Washington registered agent are outlined in RCW §23.95.455. Your registered agent must:

• Have a physical Washington address.
• Be available during regular business hours.
• Accept legal and state mail on behalf of your LLC and get it to you fast.

Using a registered agent service

A registered agent service offers advantages that being your own registered agent doesn’t. Here’s what you get when you hire a commercial registered agent.

1. Privacy. Because registered agents accept service of process (aka lawsuits) for the business, their information goes on the public record. This means if you’re the registered agent for your LLC, your address will be easy to find online. If you work from home, this might be your home address. When you choose us as your registered agent, we’ll let you use our address instead.
2. Peace of mind. While it might seem simple to appoint your Uncle Fred as your registered agent, Fred might need to do things like run to the auto-shop or take a sick day. He might even forget about receiving an envelope if he has a busy day. With a professional service, there’s always someone at the office who’s trained to accept and forward your important mail. When you hire Northwest, we send instant notifications and same-day scans of all legal mail.
3. Protecting your image. Imagine you’re a customer and you see a business owner get served with a lawsuit at their store or office. It wouldn’t exactly stoke confidence. Having a commercial registered agent lets you receive and open any legal mail on your own time.

The Washington Certificate of Formation is the official document you submit to the Secretary of State to create your LLC.

Online filings ($200) are processed in two days.

Paper filings ($180) are processed in the order they are received.

Required information:

• UBI number. If you already have a Unified Business Identifier “UBI”, check yes. Otherwise, select “no,” and you’ll be given a UBI number when your Certificate of Formation is accepted.
• Company name. Include an indicator like “LLC.”
• Duration. Indicate whether your LLC will close after a specific time or exist indefinitely.
• Effective date. You may include a future date (up to 90 days) to delay the start of your LLC or select “date of filing” to start immediately.
• Registered agent. Check the “yes” box if you’ve appointed a commercial registered agent and list their name here.
• Registered agent address. If you’ve appointed a non-commercial registered agent, list their name, phone number, email address, and physical Washington address here.
• Registered agent signature. Your registered agent must sign the Certificate of Formation.
• Principal address. This must be a physical address—no PO boxes allowed.
• Executor name and address. The person submitting your Certificate of Formation.

Optional:

• Mailing address for the business.
• Mailing address for the registered agent.
• Return address. This is where the state will send confirmation of your filing.

Member-managed vs. manager-managed LLC

In an LLC, the owners are called “members.” If your business is a member-managed LLC, it just means your owners are the ones calling the shots day-to-day. In contrast, in a manager-managed LLC, the business is run by a manager (or managers) hired by the members. A manager has the powers of a “boss”, like hiring/firing, opening bank accounts, and signing paperwork.

Learn more about the difference between LLC members and managers.

Expedited processing options

If you file online, the state will process your LLC filing in two days. If you file via paper form, it will be processed in the order it’s received. However, you can rush-order your LLC by paying an expedited processing fee.

Same-day expedited processing costs $100 and is available for both online and paper filings. (If you submit late in the day, your filing may not be processed until the next day.)

Two-day processing for paper forms costs $50.

If you’re submitting a paper filing, enclose the formation fee plus the expediting fee, and write “EXPEDITE” in bold letters on the outside of the envelope.

Washington requires LLCs to file an initial report within 120 days of forming your business. Most of the required information is identical to the information you’ll list on your Certificate of Formation. However, you’ll also need to include:

• Members’ and managers’ names and addresses
• Brief description of your business purpose.

Your initial report must be filed with the Washington Secretary of State and requires a $10 filing fee. When you form your LLC with us, we’ll file your WA initial report at the same time.

Ever try to make an important decision in the heat of the moment? Now imagine your whole business depends on you making the right choice. That’s why most LLCs choose to create an operating agreement, so that you can plan for important business decisions before they happen, like distributing profits, entering into a contract, or even selling your company.

You can include whatever you want in your operating agreement, but most people include:

• Members’ initial contributions
• Voting rights
• Management structure
• Distribution of profits and losses
• How to transfer membership interest
• Rules to dissolve the LLC

It’s a good idea to have a lawyer review your operating agreement. You can also use our free, attorney-drafted Washington Operating Agreement templates as a starting point.

An Employer Identification Number (EIN) is sort of like your business’ social security number. It’s a unique nine-digit number given to you by the IRS. It’s used for tax filings, but you may also need it to open a business bank account or apply for a business loan.

You’re legally required to have an EIN if you are a multi-member LLC, have employees, or want to be taxed as a corporation.

If you have a social security number, you can apply for your EIN online. If you do not have a social security number, you can file Form SS-4 by mail or fax or call the IRS. Rather let a professional handle it for you? You can hire Northwest to get your EIN.

Nearly every LLC needs to file the Beneficial Ownership Information (BOI) Report within 90 days of state formation. This report gives information to FinCEN (Financial Crimes Enforcement Network) on the beneficial owners, or the people who own and have control over your business, as well as your company applicant, or the person/business that filed your Certificate of Formation. Your information goes on a private federal server, but it won’t be accessible to the public or subject to Freedom of Information Act requests.

You’ll need to update the BOI Report whenever there’s a change in the information you’ve reported. File for free on the FinCEN.gov website, or hire us to file your BOI report for you.

Once the Washington Secretary of State approves your Certificate of Formation, your LLC is officially formed! What’s next is everything else that comes with maintaining a Washington LLC.

Opening a bank account

It’s crucial to have a business bank account. Why? If you mix your business and personal finances in a single bank account, you could lose the limited liability status LLCs are known for. Without liability protection, your personal assets are at risk if the LLC is sued or defaults on a debt.

To open a bank account for your LLC, you’ll need to bring the following to the bank:

• your Washington Certificate of Formation (a copy is acceptable)
• the LLC’s operating agreement
• the LLC’s EIN
• an LLC Resolution to Open a Bank Account (if your LLC has more than one member).

It’s a good idea to call your bank ahead of time and find out their exact requirements.

Washington tax requirements

By default, Washington LLCs are taxed as pass-through entities. Instead of the LLC paying taxes directly, LLC income passes through the business to the owners, who report the income on their personal tax returns. LLC income is subject to the federal self-employment tax of 15.3%.

While Washington doesn’t have state income tax, there is a mandatory tax called the Business and Occupation tax. This is 1.5% of all gross receipts. Plus, your local Washington city or county might have a B&O tax.

Washington Business License

Every LLC in Washington will need a Business License. You can apply for yours after you file your Certificate of Formation.

Use the Business Licensing Wizard to apply for the license online or find the forms to download. Online applications take about 10 days depending on the city/state endorsements needed. By mail, it takes up to six weeks to be processed. This license is $50.

Washington Annual Report

Your LLC has to file a Washington annual report every year. It is due on the last day of your anniversary month. So if you start your business in January, your annual report is due every year on January 31st. It costs $60 to file your Washington Annual Report. The information is the same as what’s in your initial report—namely, information on your members/managers and a brief description of your business purpose.

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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.