How to Form an LLC in DC

DC Department of Consumer and Regulatory Affairs—Corporations Division
PO Box 92300
1100 4th Street SW
Washington, DC 20090-2300

202.442.4432 telephone
202.442.4523 facsimile

Statutory Authority: Uniform Limited Liability Company Act of 2010 — D.C. Code § 29-8 (2013)

District of Columbia LLC General Filing Instructions

1. Confirm availability of company name and reserve if necessary.
2. Complete the “Articles of Organization.”
3. Complete the “Registered Agent Written Consent.”
4. If expedited service is requested, complete the “Expedited Service Action.”
5. Submit the completed documents, along with a photocopy of each and filing fees, to the DC Department of Consumer and Regulatory Affairs.

District of Columbia Articles of Organization

The following information is legally necessary and sufficient to form a limited liability company in District of Columbia:

1. Company name
2. Principal office street address
3. Registered agent name and address
4. Whether LLC will have one or more series which limits debts, obligations, and other liabilities to the assets
5. Date on which a person or persons became the company’s initial member or members
6. Effective date
7. Miscellaneous provisions
8. Name, address, and signature
9. Date

District of Columbia LLC Fee Schedule

Application for Name Reservation: $50.00
Articles of Organization: $220.00
Expedited Service: $$50.00—3 days, $100.00—same day
Certified Copy: $50.00
Biennial Report: $300.00
Articles of Dissolution: $220.00

Company Name

Your company name must end with a limited liability company designator. In the District of Columbia the specific designators are: “Limited Liability Company” “L.L.C.” “LLC”

Conduct an entity name search on the Department of Consumer and Regulatory Affairs website to confirm the availability of your company name. You will need to register to conduct an entity name search.

If the name you want is available you can reserve it for 60 days by filing an “Application for Name Reservation” and paying a name reservation fee of $50.00. NOTE: Reserving your company name is optional.

Registered Agent

The registered agent maintains a physical presence in the state to accept service of process, annual report notices, and other communications directed to the company and to forward the same to the company to which the service, notice, or communication is directed.

The District of Columbia requires that every business entity have and maintain a registered agent in the state. The registered agent may be either a District of Columbia resident or active District of Columbia business entity that has a District of Columbia street address and consents to accept legal papers on your company’s behalf. Post office boxes and commercial personal mail boxes are not acceptable.

NOTE: Your company should not serve as its own registered agent. You can, however, personally serve as registered agent provided you are a District of Columbia resident and have a District of Columbia street address.

Optional Provisions

The state provided forms ask for and specify what is legally sufficient and necessary to form a District of Columbia limited liability company. Nevertheless, the District of Columbia permits you to add other provisions to your Articles of Organization as an attachment.

The most common optional provisions are the following:

☐ Management of a limited liability company by designated managers
☐ Appointment of managers by a designated member or group
☐ Indemnification of members
☐ Indemnification of managers
☐ Right to admit new members
☐ Right to continue upon dissolution of dissociation

Post Formation and Ongoing Compliance

1. Draft and adopt an operating agreement.
2. Obtain a federal employer identification number by completing IRS Form SS-4.
3. If electing alternative tax entity filing status complete IRS Form 8832.
4. Open a company bank account.
5. Create and maintain a company records book.
6. Apply for a Basic Business License.
7. File a Biennial Report.
8. File the Combined Corporate Income and Franchise Tax.

Registering as a Foreign Entity in the District of Columbia

1. Complete the “Foreign Registration Statement Form.”
2. Attach an original Certificate of Good Standing from the registration authority in the state of organization that is not over 90 days old.
3. Submit the completed documents, along with a $220.00 filing fee, to the Department of Consumer and Regulatory Affairs.

Dissolving a District of Columbia LLC

1. Complete the “Statement of Dissolution of Domestic Limited Liability Company.”
2. Submit the completed document, along with a $220.00 filing fee, to the Department of Consumer and Regulatory Affairs.

How to Form an LLC in District of Columbia

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