How to Start an LLC in Massachusetts
Here are the 7 steps to start a limited liability company (LLC) in Massachusetts
For more information on how to form an LLC in any state, see the article How to Form an LLC.
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Learn about Massachusetts LLC formation, including information on Registered Agents, naming rules, business licenses, and more.
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Creating an LLC in Massachusetts
A limited liability company (LLC) offers many benefits to small businesses, including liability protection and tax advantages.
An Limited Liability Company (LLC) must be formed in Massachusetts by filing a Certificate of Organization with the Massachusetts Secretary of the Commonwealth and paying the $500 filing fee.
However, you’ll first need to choose a name and registered agent for your Massachusetts LLC .
The formation of an LLC may take up to 1-2 business days via online and mail filing approvals for Massachusetts LLCs take 2 weeks.
There is no expedited filing option in Massachusetts because all online LLC filings are approved within two business days.
An LLC can be easily formed in Massachusetts. Our step-by-step guide on How to Start an LLC in Massachusetts will help you get started today.
Find out more about LLCs and their benefits in our What is an LLC guide.
Step 1. Choose a Name for Your LLC Massachusetts
Creating an LLC in Massachusetts requires you to choose a business name before you can file a Certificate of Formation.
Be sure that your business name complies with the Massachusetts naming requirements and can be searched by potential customers.
- Massachusetts law requires an LLC name to contain the words “Limited Liability Company” or “Limited Company,” or the abbreviations “Ltd.,” “LLC,” or “LC.” “Limited” may be abbreviated as “Ltd.” or “LTD,” and “Company” as “Co.”
- It is not acceptable for your LLC in Massachusetts to have words associated with a government agency (FBI, Treasury, State Department, etc.).
- You should avoid using words or abbreviations that may make your LLC Massachusetts appear to be a different type of entity, such as “LP” or “corporation”.
- There may be additional documentation and licensure paperwork required for certain restricted words (bank, lawyer, attorney, credit union, etc.).
- Check the state’s business name database to ensure the name you want is not already taken(including businesses no longer in operation)
See a complete list of Massachusetts’ naming rules here.
Check URL availability: You are likely to need a web page even if you don’t think you do. Buying your domain name now will at least give you the option of having one in the future.
It’s a good idea to check the URL availability before finalizing your Massachusetts LLC name.
It’s critical that the name of your LLC stands out from those of other businesses registered with the Massachusetts Secretary of the Commonwealth Corporations Division.
To ensure that your proposed name is available, you can conduct a free name search on the Massachusetts Corporations Division website.
By submitting an Application for Reservation of Name, you can reserve a name for 60 days. The cost of filing is $30. Before the initial 60-day period expires, an additional $30 fee can be paid to extend the reservation for another 60 days.
The application must be mailed to the Commonwealth Corporations Division’s Secretary.
A DBA isn’t required for most LLCs. The LLC’s name can also be used as your company’s brand name, and you can accept checks and other forms of payment under that name.
If you want to do business under a different name, you might want to register a DBA.
Step 2: Appoint Your Registered Agent in Massachusetts
Your next step in forming an LLC in Massachusetts is to appoint a Registered Agent, an individual or company authorized to receive legal and state mail on your behalf.
All Massachusetts LLCs must have a registered agent. Please include your registered agent’s name and address on your Certificate of Formation.
Registered Agent Requirements in Massachusetts
To comply with Massachusetts law, your LLC’s registered agent must be a resident or business entity that maintains a physical address in Massachusetts.
The “registered address” cannot be a P.O. box. It must be a real physical address that can be visited in person.
Further, in Massachusetts, your registered agent must agree to perform this role and sign a form confirming their consent. Consent statements should include the following:
- Written confirmation that the person designated consents to serve as the LLC’s registered agent
- The name of your LLC in Massachusetts and the person designated as your registered agent
- Registered agent’s signature
- Date of execution
Although you do not have to submit this form to the Secretary of State, your business must record it. Learn more about Massachusetts Registered Agents by reading our full guide.
A resident agent must be a Massachusetts resident or a corporation authorised to conduct business in Massachusetts, such as a registered agent service.
You have the option of electing someone from your company, including yourself.
Using a professional Registered Agent service to manage government filings for your Massachusetts LLC is a cost-effective option.
The benefits of using a professional service far outweigh the annual costs for most businesses.
Are You looking for a Registered Agent?
Wise Business Plans offers a free year of registered agent service when forming an LLC in Massachusetts.
Step 3. Prepare and File Certificate of Formation
To create a LLC in Massachusetts, you will need to file Limited Liability Company Certificate of Organization with the Massachusetts Division of Corporations. You may apply online, by mail, or in person.
There is a $500 filing fee. You must send the original and a copy of your certificate if you file by mail.
If you choose one of our business formation plans, we can handle this step for you.
The following information is typically required to create a Certificate of Formation:
- Your LLC name and principal place of business.
- Name, address, and signature of the LLC’s registered agent
- Decide whether your Massachusetts LLC will be member-managed or manager-managed. Indicate the names and addresses of each member and manager.
- The reason for forming the LLC in Massachusetts.
- Name and address of the LLC’s organizer.
- The effective date of the certificate,
- The person forming the LLC must sign the Certificate.
Foreign LLCs: LLCs that are based in another state but intend to conduct business in Massachusetts must complete a form called the Qualification of Foreign LLC.
A filing fee of $500 also applies to this form, and you need to attach your state’s certificate of good standing.
Two Ways to File the Certificate of Formation
The 1st option is:
Online filing through the Massachusetts Department of State
The 2nd option is:
Filing the Certificate of Formation by Mail or In Person
Address to Mail
There is a state filing fee of $500 payable to the Massachusetts Department of State. (nonrefundable)
William Francis Galvin
Secretary of the Commonwealth
One Ashburton Place, Room 1717
Boston, MA 02108
In a member-managed LLC, the members (owners) take on the business’s daily responsibilities. Manager-managed LLCs are managed by managers who are elected by the members.
Those who manage your LLC will have the authority to do a wide range of tasks-from hiring staff to opening bank accounts.
When an LLC conducts business in the state where it was formed, it is referred to as a “domestic LLC.” Normally, when we talk about an LLC, we’re talking about a domestic one.
When an existing LLC wants to expand its operations to another state, it must form a foreign LLC.
Step 4. Get a Certificate From the State
Upon filing your Certificate of Formation, the secretary of state will review it. As soon as the Certificate of Formation is approved, the LLC becomes a legal entity.
By obtaining this certificate, LLCs will be able to obtain an Employer Identification Number (EIN), licenses, and business accounts.
Step 5. Write an Massachusetts LLC Operating Agreement
An operating agreement is a legally-binding document that sets out how your LLC will operate, from the voting process to mergers.
Operating agreements are not required in Massachusetts, but they are an essential part of your business.
Written operating agreements are helpful for different reasons, including resolving disputes over financial agreements and other potential litigation.
The LLC declaration can prove that your LLC is a separate entity, which can help preserve your limited liability.
An operating agreement ensures that all business owners are on the same page and reduces the possibility of future conflict.
How should an operating agreement be drafted?
The operating agreement should detail the LLC’s overall business purpose and other important matters, such as how the company will be taxed and how new members will be accepted.
Legal agreements can clarify several important concerns, such as:
- Who makes decisions for the company, especially those who decide if partners disagree.
- Who is responsible for different aspects of the business as well as for strategic decisions.
- If a partner leaves the company, what will happen to their ownership interests in the corporation.
- The members and their contributions
- How profits and losses will be divided
- Procedures for admitting new members and removing outgoing members
In Massachusetts, you can include just about anything in your operating agreement, as long as it doesn’t violate the state law or the Certificate of Formation.
An operating agreement is not required in Massachusetts for an SMLLC. Even if there is only one member in an SMLLC, an operating agreement is highly recommended.
The state does not require the filing of an SMLLC operating agreement.
No, the operating agreement is a private document that you should save for future reference.
Many states, on the other hand, make it mandatory for LLCs to have an operating agreement in place.
Step 6. Get an EIN for Your Massachusetts LLC
Basically, an employer identification number (EIN) is a social security number for your LLC in Massachusetts.
To identify your LLC for tax purposes, the Internal Revenue Service assigns a nine-digit Employer Identification Number (EIN).
You can apply for your EIN either by mail or online.
An EIN is used for the following purposes:
- Manage state and federal taxes
- Create a business bank account
- Hire employees
Get an EIN Number in Massachusetts
Getting an EIN number is easy and free, There are two ways to get an EIN number in Massachusetts.
The 1st option is:
Apply online for an EIN from the IRS
The 2nd option is:
Get an EIN by Mail or Fax
Address to Mail
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
An EIN is required for any LLC with employees or more than one member. The Internal Revenue Service (IRS) requires this.
A tax classification will be discussed with you when you obtain an EIN. In most cases, LLCs choose the default status.
Some LLCs can reduce their federal tax obligation by electing S corporation status. Consult with a local accountant to find out which option is best for you.
Step 7. File Annual Reports
All Massachusetts limited liability companies (LLCs) are required to file an annual report with the Secretary of the Commonwealth Corporations Division.
Limited Liability Companies (LLCs) in the United States must file a Limited Liability Annual Report every year.
Foreign limited liability companies must file a Foreign Limited Liability Annual Report. The report must include the same information as the organization’s certificate.
Fee: The Commonwealth of Massachusetts will receive $500 online and $520 in hard copy (Nonrefundable).
Due Date: Every year, by the anniversary date of the Massachusetts LLC, annual reports are due (i.e., the date when you initially registered your LLC with the state).
Late Filings: Your LLC will become delinquent if you submit your annual report after the deadline.
Are you Looking for Massachusetts LLC Formation Service?
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What to do After Forming Your Massachusetts LLC
Keep your personal and business assets separate
Your personal assets (such as your home, car, and other valuables) may be at risk when your Massachusetts LLC is sued if they are mixed with your business accounts.
Here are some steps you can take to protect your LLC in Massachusetts:
1. Create a Business Plan:
If you decide that a Massachusetts LLC will be a good choice for your business in Massachusetts, your next step is to create a business plan (although it is not required), so that you have a roadmap for what you will do and how you will accomplish it.
Free: Business Plans Examples
Do you need help creating a business plan? Check out these six free, proven business plan examples from different industries to help you write your own.
2. Open a Bank Account
As soon as your LLC is officially formed, you should open a business bank account. Why? Keeping separate bank accounts will help you maintain the legal distinction between the LLC and you (the owner).
Because LLCs are limited liability companies, creditors and litigants can’t take your assets.
It is essential for small business owners to partner with the right bank. Find out which banks offer the best business checking accounts, have low or no fees, ATM accessibility, and interest-earning accounts as well as online or mobile banking tools.
Recommended: Check out our business bank account page to learn which banks offer the best business check accounts, ATM access, interest-bearing accounts, and online and mobile banking options for businesses.
3. Obtaining a business credit card:
- Allows you to separate personal and business expenses.
- Develops your company’s credit history, which can be helpful to raise capital (e.g., small business loans) later.
4. Hiring a business accountant:
- It prevents your business from overpaying taxes while preventing penalties, fines, and other costly tax mistakes.
- Gives you more time to focus on your growing business by simplifying bookkeeping and payroll.
- Manage your business’s funding more effectively. Find out where extra profit or loss can be made
Getting Business Insurance for Your LLC
You can manage risks and grow your LLC with business insurance. Here are the most common types:
- General liability insurance protects your business from lawsuits. Most small businesses purchase general liability coverage.
- Professional liability insurance protects professionals and businesses from claims of negligence from their clients or customers.
Liability insurance typically covers negligence, copyright infringement, personal injury, and more. - Workers’ compensation insurance: Covers illnesses, injuries, and deaths resulting from a worker’s work.
Ready to Protect Your Business
Let us help you with your business insurance needs.
- General business liability insurance
- Medical insurance
- Term life insurance
- Workers’ Comp
- Surety bonds
- Commercial auto
Create Your Business Website
A website is an important step in legitimizing your business. It is essential for all businesses.
You are missing out on a large percentage of potential customers and revenue if you don’t have a website, even if your business is too small or in an offline industry.
More than 90% of consumers begin their search for products and services online. If you don’t have a website that is ready to welcome your customers, then they will simply find your competitors.
Here are the main reasons why you shouldn’t delay building your website:
- Every respectable firm has a website. When it comes to getting your firm online, size or sector isn’t a concern.
- Creating a basic website has never been easier, thanks to website builder tools like the GoDaddy Website Builder. To design a website, you don’t need to hire a web designer or developer.
Recommended: If you want to enhance your conversion rates and maximize revenue in order to help expand your business and meet objectives,
you should always hire a professional business website design company to build your business website.
Wise Business Plans is a leading web design company, We have created over 2000 + websites across 20 countries for our clients but we are physically based in 7 major cities in the
United States including Alabama web design, Pennsylvania, Las Vegas, Colorado Springs, Iowa, Michigan and San Diego.
Massachusetts LLC FAQs
The costs of forming an LLC in Massachusetts are substantial. A $500 formation fee and a $500 annual report fee are charged to LLCs. Most businesses pay only $275 to get started, then $125 per year after that.
The terms “registered agent” and “resident agent” in Massachusetts are interchangeable.
If you file your LLC by mail, the approval process for Massachusetts LLCs takes 2 weeks. The typical processing time is 1-2 days, plus the time your papers are in transit.
In total, Massachusetts LLC filings by online take 1-2 business days to complete. There is no extra transit time since you may download your papers as soon as they are approved.
Because all online and physical LLC papers are processed in less than two business days in the state of Massachusetts, there is no expedited procedure.
You must file a Certificate of Amendment with the Massachusetts Secretary of the Commonwealth, Corporations Division, to amend your Massachusetts LLC (SOC).
For LLC amendments, there is no SOC form. LLCs must draft their own amendments in accordance with Massachusetts law.
Simply follow these three steps to dissolve an LLC in Massachusetts:
Step 1: Make sure you’re following the terms of your Massachusetts LLC Operating Agreement.
Step 2: Make sure your business’s tax accounts are closed.
Step 3: File Articles of Dissolution.
If you want to form an LLC in Massachusetts and provide a licenced professional service, you must do so as a professional LLC (PLLC).
Architects, attorneys, dentists, certified public accountants, and other professionals provide professional services.
In general, if you provide a service that necessitates the acquisition of a Massachusetts state licence before you can practise, you are providing a professional service.
To form a PLLC, each member of the company must be licenced.
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