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.

Creating Massachusetts LLC is Easy

Name Your Massachusetts LLC
Choose a Registered Agent in Massachusetts
File the Massachusetts Certificate of Formation
Get a Certificate From the State
Create an Operating Agreement
Get an EIN
File Annual Reports

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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.

Recommended: Consider setting up a business phone service after securing a domain name for your Massachusetts LLC to establish credibility and improve customer satisfaction.

Wise business plans offer a variety of features for businesses, including Toll-free numbers, Coverage in US and Canada, team messaging and more. Try our business phone services today.

How do I know if my LLC name is available?

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.

Is it possible to reserve a business name in Massachusetts?

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.

What is an LLC?

An LLC stands for a Limited Liability Company. A simple business structure that is more flexible and offers many of the same benefits as a traditional corporation. For more information, see “What is a Limited Liability Company?”.

Does my business need a DBA or trade name?

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.

Who can be a Registered Agent?

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.

Is it worth it to hire a registered agent?

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.

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.

How does a member-managed LLC differ from a manager-managed LLC?

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.

How do Massachusetts LLCs differ from foreign LLCs?

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.

Should a single-member LLC have an operating agreement?

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.

Is my operating agreement required to be filed with the state of Massachusetts?

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

Is a Massachusetts LLC required to have an EIN?

An EIN is required for any LLC with employees or more than one member. The Internal Revenue Service (IRS) requires this.

What is the best tax structure for my LLC?

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.

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.

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.

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.

Massachusetts LLC FAQs

How much does it cost to form an LLC in Massachusetts?

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.

How long does it take to form a Massachusetts LLC?

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.

Is it possible to change the name of an LLC in Massachusetts?

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.

What is the procedure for dissolving an LLC in Massachusetts?

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.

In Massachusetts, can I form a professional LLC?

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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