How to Form an LLC in Idaho

Idaho Secretary of State—Business Entities
PO Box 83720
450 N 4th Street
Boise, ID 83720-0080

208.334.2301 telephone
208.334.2080 facsimile

Statutory Authority: Idaho Uniform Limited Liability Company Act — Idaho Code § 30-6 (2012)

Idaho LLC General Filing Instructions

1. Confirm availability of company name and reserve if necessary.
2. Complete the “Certificate of Organization.”
3. If paying by credit card complete the “Credit Card Payment Transmittal Form.”
4. Prepare a Letter of Transmittal.
5. Submit the completed documents, a photocopy of each, and filing fees to the Idaho Secretary of State.

Idaho Certificate of Organization

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

1. Company name
2. Street and mailing address of initial designated office
3. Name and street address of registered agent
4. Name and address of at least one member or manager
5. Mailing address for future correspondence, e.g., annual report notices
6. Effective date if other than date of filing (optional)
7. Signature and typed name of manager, member, or authorized person

Idaho LLC Fee Schedule

Name reservation: $20.00
Certificate of Organization: $100.00
Certificate of Authority: $100.00
Expedited service: $20.00
Certified copy: $10.00
Annual report: no fee

Company Name

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

Conduct an entity name search on the Idaho Secretary of State website to confirm the availability of your company name.

If the name you want is available you can reserve it for 120 days by filing an “Application for Reservation of Legal Entity Name” and paying a name reservation fee of $20.00. 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.

Idaho requires that every business entity have and maintain a registered agent in the state. The registered agent may be either an Idaho resident or active Idaho business entity that has an Idaho 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 an Idaho resident and have an Idaho street address.

Optional Provisions

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

The most common optional provisions are the following:

☐ Management of 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 or 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 company bank account.
5. Create and maintain company records book.
6. File annual business entity report.

How to Form an LLC in Idaho
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