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How to Form an LLC in Maryland

Maryland Department of Assessments and Taxation—Corporate Charter Division
301 West Preston Street—8th Floor
Baltimore, MD 21201-2305

410.767.1350 telephone
410.333.7097 facsimile

Statutory Authority: Limited Liability Company Act — Md. Corp. and Assn. Code Ann. § 4A (2013)

Maryland LLC General Filing Instructions

1. Confirm availability of company name.
2. Complete the "Articles of Organization."
3. Complete the "Fax Cover Sheet" for expedited service if filing by fax.
4. Prepare a Letter of Transmittal if filing by mail.
5. Submit the completed documents, a photocopy of each, and filing fees to the Maryland Department of Assessments and Taxation.

Maryland Articles of Organization

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

1. Company name
2. Business purpose
3. Business street address
4. Resident agent name, street address and signature
5. Signature of each organizer
6. Filing party's return address

Maryland LLC Fee Schedule

Articles of Organization: $100.00
Limited Liability Company Registration: $100.00
Expedited Service: $50.00
Certified Copy: $20.00 plus $1.00 per page
Annual Report and Personal Property Report: $300.00
Articles of Dissolution: $100.00

Company Name

Your company name must end with a limited liability company designator. In Maryland the specific limited liability company designators are: "Limited Liability Company" "Limited Company" "L.L.C." "L.C." "Ltd. Co."

Conduct an entity name search on the Maryland Department of Assessments and Taxation website to conform the availability of your company name. 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.

Maryland requires that every business entity have and maintain a registered agent in the state. The registered agent may be either a Maryland resident or active Maryland business entity that has a Maryland street address and consents to accept legal papers on your company's behalf. Post office boxes and commercial personal mailboxes 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 Maryland resident and have a Maryland street address.

Optional Provisions

The state provided forms ask for and specify what is legally sufficient and necessary to form a Maryland limited liability company. Nevertheless, Maryland 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 company bank account.
5. Create and maintain company records book.
6. Pay a $300.00 minimum property tax and file an annual business personal property return.

Registering as a Foreign Entity

1. Complete the "Limited Liability Company Registration."
2. Submit the completed document, along with the $100.00 filing fee, to the Maryland Department of Assessments and Taxation.

Dissolving a Maryland LLC

1. Complete the "Articles of Cancellation."
2. Submit the completed document, along with the $100.00 filing fee, to the Maryland Department of Assessments and Taxation.

How to Form an LLC in Maryland

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