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Safe Shield - Your Partner in Forming a North Dakota LLC

How can Safe Shield help form a North Dakota LLC?

How can Safe Shield help form a North Dakota LLC? Safe Shield is sought by many businesses who desire to cut their liabilities and succeed in their fields. Our service implements a three-step process in order to initiate your business safely and successfully. Through experienced guidance by our business formation experts, you can rest assured that your financial and personal investments will be protected and organized in such a manner that will ensure success.

In establishing your North Dakota LLC, Safe Shield will assist you in the preparation and filing of the Articles of Organization with the North Dakota Secretary of State. In addition, we will search name availability for your North Dakota LLC. Safe Shield will prepare your Operating Agreement as well as all of the other necessary foundational documents, while also offering a number of other important personalized services that will benefit your company. After the filing of the Articles of Organization, your North Dakota LLC will then be recognized as a legitimate business entity by the state.

Click Here for more detail about how to set up your business properly from the very start.


Registration of your North Dakota LLC’s name

Registration of your North Dakota LLC’s name Selecting a name for your business is the initial step in the proper formation of your North Dakota Limited Liability Company. The name that you select must be registered and bear the words “Limited Liability Company” or the initials “L.L.C.”. If the company is registered in a language other than English, you must use words or initials of the same meaning. It cannot bear any of the following words: “Corporation”, “Incorporated”, “Limited Partnership” or the initials “Corp.”, “Inc. or “L.P.”. It must never bear any word or group of words that is not allowed by the existing law for the said LLC.


Your chosen name must also be distinguishable in the records of the North Dakota Secretary of State from all of the following:
  • The name of any other North Dakota Limited Liability Company, Limited Partnership, or Corporation. Nor can it be identical to a previously registered foreign LLC, Limited Partnership, or Corporation.
  • A name authorized by the existing laws of the State of North Dakota.
  • The false name used by an overseas company, “Foreign Limited Partnership”, or “Foreign Limited Liability Company” that has been given the authority to conduct business in North Dakota because its actual name is not available.

With the help of Safe Shield, you can choose the names you would most like to use. It is also very important to check for the availability of the names first. Safe Shield will search the possible names of your North Dakota Limited Liability Company before filing. And, after you have chosen a particular name, Safe Shield will assist you in registering the chosen name with the State of North Dakota.



Requirements in forming your North Dakota LLC

Your LLC is legal and official when the Articles of Organization are filed by the North Dakota Secretary of State, and they are determined by that office to meet all state laws. The Articles of Organization must also accompany the filing fee. This fee is currently $135.00 but is subject to change. It must also contain information including:
  • LLC Name and Address
  • Main Purpose of the LLC
  • Date LLC is Effective and Duration if not Perpetual
  • Registered Agent Name and Address
  • Organizer Name, Email Address, Daytime Phone Number, and Dated Signature
  • Contact Name, Email Address, and Daytime Phone Number, as well as a list of all Managers and their addresses
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The document must be signed by at least one organizer, manager, member, or fiduciary of the North Dakota LLC, as specified in the document. The standard processing time is one to two weeks. If the LLC will be engaged in farming or ranching, an additional form is required called the Initial Report for Corporate or Limited Liability Company Farming or Ranching.

It is also recommended that an Operating Agreement is created. In North Dakota, to create an Operating Agreement, all members join to create a legal document including all terms of any agreement. The document can be revised or changed at will if it is done so in writing with the agreement of all members. However, all changes must comply with all state laws. The registered agent should keep a copy on file.

When forming a North Dakota LLC, there are other matters regarding organization that must be followed. The rules that apply are as follows:
  • The organizer can be any person natural to the United State that is over 18 years old and the person does not necessarily need to be a member of the organization.
  • A North Dakota LLC requires that at least one person or business is listed as the organizer; however additional organizers may be included.
  • The organizer may be an individual, a corporation, a Limited Liability Company, a government or governmental agency, a business trust, an estate, a private trust, a partnership or association, or any other entity considered legal by the State of North Dakota.
A member is essentially an owner or co-owner of the LLC. Any legal entity can become a member by obtaining a share in the LLC at any time or within the span of time provided in an operating agreement. A member must also be in compliance with any requirements of the Operating Agreement. In North Dakota, there are no age or residence requirements for members and they need not be listed in the articles of organization. .

Members are also allowed to resign from membership; however there are some restrictions on how this may be done. Typically a member can file a notice of withdrawal with the LLC, unless it is specified otherwise in the Operating Agreement. The Operating Agreement is crucial to define the terms of any possible resignation. Any member has the right to resign from membership when the process is laid out clearly and it is not prohibited in the Operating Agreement. In some instances, even with an Operating Agreement members may be prohibited from withdrawing based on the agreement, or at the very least be subject to stringent withdrawal guidelines.

There are other requirements concerning membership, minimum numbers, requirements for eligibility, and the actual process of securing membership in which Safe Shield will assist. Safe Shield will ensure all requirements are met and make it simple for the LLC to be established and operate successfully.

In the matter of member contributions to the North Dakota LLC, any member may contribute cash, property, services, promissory notes, or some other binding promise to provide cash, property, or other good and valuable considerations, or to render any services.

Other Safe Shield Services for North Dakota LLC’s

How can Safe Shield help form a North Dakota LLC? Safe Shield can help provide your North Dakota LLC with a Registered Agent in North Dakota. North Dakota law does require a Registered Agent, and it is important that all LLCs have an agent duly registered with the state. This agent is the individual authorized to receive letters, correspondence, and notices coming from the state including court documents.

Safe Shield is also pleased to inform you about any continuing obligations set by the State of North Dakota. This would include information about all required record keeping according to state law.

One such obligation set by North Dakota state law is the submission of an annual report. The report must be filed on or before November 15 of each year and include the $50 filing fee. The first annual report is due in the year following that in which the limited liability company was initially chartered or registered with the Secretary of State. The report must include:
  • Limited liability company name
  • Name and address of the registered agent in North Dakota
  • State of origin
  • Federal ID number to help maintain accurate limited liability company records
  • Telephone number of the principal place of business
  • Address of the principal place of business
  • Description of the business activities
  • Names and addresses of all managers and governors, or the names and addresses of the managing member or members
  • Name, e-mail address and day-time telephone number of a contact person
  • Signature of person authorized to submit the annual report
The state also requires certain records to be kept that are available for inspection at the Registered Office of the North Dakota LLC. The records must include:
  • The name and address of the LLC’s president and each member and governor
  • The name and address of each assignee of financial rights other than a secured party, and a description of the rights assigned
  • A copy of the articles of organization and any amendments
  • A copy of any currently effective written Bylaws or Operating Agreement
  • Copies of the LLC’s federal, state, and local income tax returns for the past three years
  • Financial statements
  • Records of all proceedings of members and the board of governors
  • General member reports made within the past three years
  • Member-control agreements
  • A statement detailing all member contributions
It’s also advisable for your LLC to keep minutes of the members’ or managers’ proceedings and committee meetings.

Safe Shield can also offer some assistance in the matter of state and federal taxes, though they cannot give tax advice. An LLC can avail of a few tax incentives and more tax deductions. Because it is not necessary for an LLC to be a separate taxable entity like a corporation, it can be a “pass-through entity”. This means the owners of a North Dakota LLC may report losses in business or increase in profits on their own tax returns, similar to a partnership. LLC’s with only one owner are treated by the IRS as “single-member” or solely owned business which means that in itself, the LLC does not remit taxes and does not necessarily have to submit a tax return.

In clear terms, this means that owners of LLC’s pay taxes based on their legitimate part of the profits on their personal income tax returns, and not the LLC they are a part of. You also have the option of filing IRS Form 2553 or 8832 in which you may choose corporation taxation if you want to keep your profits within the LLC. Also, the tax rate for LLC’s in North Dakota varies, depending on the taxable net income.

Your LLC is required to get a federal tax identification number or “employment identification number (EIN)” if the LLC has employees. The EIN is very much like the social security number of an individual. A separate tax identification number will be needed by your LLC so you can open a bank account. Safe Shield can assist you in filing for certain tax requirements like your Federal Tax ID Application as well.

It is also helpful to have assistance with future state filings. Filings, which must be completed with the North Dakota Secretary of State, must be submitted annually with the necessary filing fee (if applicable). Annual report filings should be filed on time, a registered agent and office must be continually maintained, and any changes or amendments to the certificate of registration must be reported.

Click Here for more detail about how to set up your business properly from the very start.

SafeShield provides step by step assistance with the filing and management of your North Dakota LLC. Get started today by completing our online formation form and begin the exciting and rewarding process of starting your own LLC. If you have any questions, we welcome you to contact Safe Shield today!