How to Form an LLC in New Hampshire
New Hampshire Secretary of State—Corporation Division
107 North Main Street
25 Capitol Street—3rd Floor
Concord, NH 03301-4951
Statutory Authority: New Hampshire Revised Limited Liability Company Act — N.H. Rev. Stat. § XXVIII 304-C (2012)
New Hampshire LLC General Filing Instructions
1. Confirm availability of company name and reserve if necessary.
2. Complete the “Certificate of Formation.”
3. Complete the “Statement of Compliance With New Hampshire Securities Laws.”
4. Prepare a Letter of Transmittal.
5. Submit the completed documents, a photocopy of each, and filing fees to the New Hampshire Secretary of State.
New Hampshire Certificate of Formation
The following information is legally necessary and sufficient to form a Limited liability company in New Hampshire:
1. Company name
2. Business purpose
3. Registered agent name and street address
5. Management structure
6. Signature, printed name, title, and email of each organizer
New Hampshire LLC Fee Schedule
Application for Reservation of Name: $15.00
Certificate of Formation: $100.00
Application for Foreign Limited Liability Company Registration: $100.00
Certified Copy: $6.00 minimum
Certificate of Cancellation: $$35.00
Annual Report: $50.00
Your company name must end with a limited liability company designator. In New Hampshire the specific limited liability company designators are: “Limited Liability Company” “L.L.C.” “LLC”
Conduct an entity name search on the New Hampshire 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 Name” and paying a name reservation fee of $15.00. NOTE: Reserving your company name is optional.
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.
New Hampshire requires that every business entity have and maintain a registered agent in the state. The registered agent may be either a New Hampshire resident or active New Hampshire business entity that has a New Hampshire 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 New Hampshire resident and have a New Hampshire street address.
The state provided forms ask for and specify what is legally sufficient and necessary to form a New Hampshire limited liability company. Nevertheless, New Hampshire permits you to add other provisions to your Certificate of Formation 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. File Annual Report.
Registering as a Foreign Entity
1. Complete an “Application for Foreign Limited Liability Company Registration.”
2. Complete the “Statement of Compliance With New Hampshire Securities Laws.”
3. Submit the completed documents, along with the $100.00 filing fee, to the New Hampshire Secretary of State.
Dissolving a New Hampshire LLC
1. Complete the Certificate of Cancellation.”
2. Submit the completed document, along with the $35.00 filing fee, to the New Hampshire Secretary of State.