How to Form an LLC in Wisconsin: Step by Step

When you decide to form a new LLC in Wisconsin, there are certain things to be aware of to ensure you are meeting the requirements that are put in place by the state. You can follow a simple check list that will cover the important aspects to focus on. These steps will include:

1. Choose a business name

2. Appoint a registered agent

3. Submit your articles of organization

4. Draft an operating agreement

5. Obtain an EIN

6. Maintain good standing with the state of Wisconsin

This guide will cover these steps in detail and provide tips on how to best complete them. When you form a new LLC, you can choose to either do this process on your own or you can hire a service such as Firstep, to handle all these steps for you. LLCs are one of the most popular business types due to their ease of starting, flexibility in making changes, and providing personal liability protection to the owners of the business.

Step 1: Choosing a Business Name

Before you are able to submit your articles of organization, you will need to choose a name for your LLC. The name will have to be unique and distinguishable enough from any other active business names that are currently registered with the state, and include a designator such as "LLC", "Limited liability company", "L.C.C.". For a business name to be considered taken, the business will need to be active and in good standing with the state. If a business has been administratively dissolved or has fallen out of good standing then that name will be considered available, as Wisconsin does not hold names for any reason.

To know what names are available to choose, you can use Wisconsin's business search bar to go through potential names you are considering and see if they are currently in use or not. Even if the exact name is not being used, it's important to be aware that your LLCs name will need to be distinguishable enough from other business names. Changing one letter or small changes like that will not make a name unique enough to be approved. Avoid using terms in your name that do not correlate to your business such as professional services like "bank", "law", or "insurance". Businesses in professional industries will typically need approval and licenses prior to formation and being misleading in your name can lead to issues down the road.

Step 2: Appoint a Registered Agent

A registered agent is a required aspect that any LLC in Wisconsin will need to ensure they are meeting. Whoever you appoint as your business's registered agent, whether that be yourself, a trusted friend or family member, or you hire a registered agent service, they will need to meet 3 important requirements. They will need to be at least 18 years old, have a current address in the state of Wisconsin, and be available during regular business hours, Monday-Friday 9am-5pm.

This is so important because your registered agent will be responsible for receiving any service of process that is sent to your business, including any legal documents or notices your business needs to be aware of. Getting these documents in a timely manner helps to avoid any default judgements imposed on your business by courts, as these judgements are typically harsh on your business.

If you choose to act as your own registered agent, be aware that your address will become public information as this will be listed on your business page by the state. If you would like to avoid this, then hiring a service or having someone else act as your registered agent will be your best choice.

Step 3: Submit Your Articles of Organization

With your name chosen and your registered agent set, you are now ready to submit your articles of organization to officially form your new LLC. You will submit this form through the business formation form on Wisconsin's state website if you choose to do this on your own. You will need to provide the name of your LLC, your registered agent information, your office address, and the organizers or members of the business. You will then be asked to sign the document to certify it, add your contact information, and submit the payment for the form. To file your articles of organization online in Wisconsin it will cost you $130. The approval process is not instant, but typically you will get approval sent to your contact email within the same day.

Your articles of organization will be the founding documents of your LLC, so it's important to ensure all the information you input is correct and updated. Check the spelling of your name, addresses, and registered agent information to avoid having to pay extra fees to fix this after approval.

Step 4: Draft an Operating Agreement

Now that your articles of organization have been filed and your business formation is approved, it can be very helpful to draft an operating agreement for your LLC. This document will outline the roles and responsibilities of owners, as well as voting rights, decision making processes, and how to settle disputes within the business. An operating agreement is not required by the state of Wisconsin, but it can be very useful in defining these roles for your members.

As your business grows and starts to scale, having these responsibilities in writing is helpful to avoid internal disputes within your business and to ensure members understand how your processes and decision making is done. These documents also detail the process for members joining and leaving the business, and ensure theres are done in a standardized fashion. Your operating agreement might be required by banks to open a business bank account, and these also help strengthen your liability protection by detailing how your business is keeping the separation between personal and business assets.

Step 5: Obtain an EIN (Employer Identification Number) For Your Business

An EIN will be used by your business for multiple different things, making this a necessary document to get once your LLC has been officially formed. This will be issued to your business by the IRS, and will only be given out to each business one time. You will use your EIN for tax purposes, hiring employees, opening a business bank account, and when dealing with vendors or potential partners.

You can either obtain your EIN on your own, or have a service like Firstep complete this process for you. In some cases, you may have already gotten an EIN but forgotten your number or lost the documentation. When this happens, you can't file for a new EIN number, but you can retrieve your old one through the IRS. This can be a lengthy and complicated process, so keep this in mind in case you need to to deal with vendors or taxes soon.

Step 6: Maintaining Ongoing Compliance For Your LLC

After formation and obtaining the necessary documents involving that, the most important aspect of keeping your business in good standing is ensuring the ongoing compliance for your LLC. This will include things such as submitting annual reports accurately and on time, as well as registering and renewing any required business licenses that are needed by businesses in your specific industry.

Annual Reports

With your business officially formed, you will need to ensure you are submitting annual reports each year accurately and on time. In the state of Wisconsin, there are 4 set windows businesses will need to renew their business in and it corresponds to the date you formed your LLC. These renewal windows are January 1st-March 31st, April 1st-June 30th, July 1st-September 30th, and October 1st-December 31st. Whatever date your formation date falls into will be your window to file, and you are able to file your annual report any day within this window. Annual reports in Wisconsin will cost $26 with all fees included and the approval process will be instant. Your certified document will be sent to your contact email on file after submission.

Business Licenses

Depending on your business type or the industry you are in, you may need to also apply for and renew business licenses to ensure you are meeting all requirements by the state. Typically, the businesses that will be required to do this are professional services such as healthcare, law, insurance, banks, or construction. These will usually be filed locally but depending on your industry this could change. Be sure to double check that you are meeting all requirements that are put in place by state guidelines for your business to maintain your good standing and continue operating legally.

FAQs on LLCs in Wisconsin

Where do I go to file my articles of organization and annual reports in Wisconsin

To submit your articles of organization in Wisconsin you will need to go to their LLC formation form online. Once your LLC has been formed officially, your annual reports will be required to renew your business registration each year. To do this, you can go to the annual report form or you can use the business search tool and if you are eligible to file a report you will see a button to file from your business page.

How much does it cost to form and maintain an LLC in Wisconsin

To form your LLC in Wisconsin it will cost $130 to file this on your own and submit all required paperwork, and you can expect to get confirmation of approval the same business day. After formation, to file annual reports for your business each report will cost $26. This process is instant and you will receive notification of approval directly after submission with your certified documents.

Do I have to live in Wisconsin to form an LLC in the state

No, you do not need to live in Wisconsin to form an LLC in the state. However, you will need a registered agent with a current address in the state to be able to get your articles of organization approved. If you don't have the ability to do so, you can hire a registered agent service to act as your registered agent and they will be able to provide you with their business address to meet these requirements.

Am I legally required to have an operating agreement for my LLC in Wisconsin

You are not legally required to have an operating agreement, however it is highly encouraged. Operating agreements detail the roles and responsibilities of the owners and business and processes are standardized. They can be useful as your business grows and need to outline the process for owners joining or leaving the business.

How do the annual report windows work for Wisconsin LLCs

Unlike most states that have a set annual report filing due date, Wisconsin goes by the formation date of the LLC. If you formed your business any date between January 1st and March 31st, you will be in this filing window. From April 1st to June 30th, you will be in the 2nd window. July 1st to September 30th, you will be in the 3rd filing window. And finally from October 1st to December 31st, you will be in the last filing window.

What happens if I miss my annual report window

If you fail to file your annual report within your required window, you may be subject to additional fees or a reinstatement. Action is typically not taken right away, so if you are able to recognize this mistake early you will still only be charged the $26 filing fee. However, if you miss multiple reports or wait too long to submit your report the state may take action against your LLC in the form of administrative dissolution. This will make your business considered no longer legally able to conduct business and you will need to submit a reinstatement form to get back into good standing. The prices for this form vary depending on business type and length of dissolution, so be sure to check with the secretary of state on the exact amount you owe before submitting anything.