Checklist
The US formation checklist, start to good standing.
Use this list to plan your formation and the first year that follows. It works whether you live in the US or abroad, and it notes where steps differ for international founders.
- Before you file
- Filing with the state
- After approval
- Staying in good standing
Phase 1
Before you file
Decide
- Company type: LLC or C corporation (S corporation status is a later tax election)
- Formation state: usually where you operate, or a state chosen for a specific reason
- Two or three name options with the required ending, such as LLC or Inc.
- Who owns the company and in what percentages
- Who manages it: members or managers for an LLC, directors and officers for a corporation
Prepare
- Full legal names and addresses of every owner
- A passport or government photo ID for identity checks
- A short description of the business purpose
- A registered agent with a physical address in the formation state
- A budget that includes the state filing fee and any annual state fees
Phase 2
Filing with the state
- 01
Check the name rules
States require a distinguishable name and a correct ending, and some words need extra approval. Final availability is decided by the state when it accepts the filing.
Up to three choices
- 02
Prepare the formation document
Articles of organization for an LLC or a certificate or articles of incorporation for a corporation, with the registered agent and any required organizer or incorporator.
Filed with the state
- 03
Pay the state filing fee
Each state sets its own fee. Some charge extra for expedited processing and a few have publication requirements.
Set by the state
- 04
Wait for approval
Processing time is set by the state and varies. Keep your contact details current so any state question reaches you.
Timing varies
Phase 3
After approval
Do next
- Get your EIN from the IRS (online with an SSN or ITIN, otherwise by fax, mail or phone)
- Sign an operating agreement (LLC) or adopt bylaws and issue shares (corporation)
- Keep your approved formation documents and EIN letter together
- Open a business bank account where you are eligible
- Register in other states where you actually do business, if required
Watch out for
- Mixing personal and business money
- Missing IRS forms for foreign-owned LLCs, such as Form 5472
- Letting the registered agent lapse
- Assuming a company gives you a visa or work authorization (it doesn't)
Phase 4
Staying in good standing
Every year
- State annual or biennial report, and any franchise tax or annual fee
- Federal tax return for the company (or information return, depending on type)
- Registered agent renewal if you use a paid service
- Updated records when owners, managers or addresses change
This checklist is general information, not legal or tax advice. Requirements differ by state and by your circumstances. Firmlane is not a law firm.
Work through the checklist with us.
Our guided formation asks for each item in order and shows every fee before you pay.
$0 Firmlane service fee on eligible formations. You pay the state filing fee, shown before you pay.
