How to Start a Series LLC in Nevada

Starting a business in Nevada can be quite a strenuous task if you don’t know what follows what, but with our step-by-step guide, even a complete novice with no prior experience or knowledge in the field will have no problem setting up an LLC.

Our guide answers all of the most popular questions, such as “what a series LLC is”, “how to start a series LLC in NV”, and “how to get a series LLC in the cheapest way possible”, so you know where to start and what direction to turn. Ready to jump in? Let’s start.

How to Form a Series LLC in Nevada: Step-by-Step Guide

To start off, it’s worth pointing out that forming a series LLC in Nevada isn’t very cheap compared to some other states in the US. This is because all LLCs, regardless of the type of entity, are required to obtain a state business license.

The cost of obtaining a state business license is $200, which you will have to pay on top of all other fees required to open a series LLC in NV. In addition, you may need to obtain some other permits depending on the nature of your business.

Whether you need those permits or not, make sure to reach your local attorney. This will give you confidence that you’ve done things right, and there are no fines to pay once you get started.

Step 1. Name Your Company

When you get your license out of the way, it’s time to choose a name for your SLLC. The company name is the first impression you create on your customers, so it should be memorable and easy to spell. Other naming rules to consider include:

• A company name must contain an indicator, such as “LLC”, “L.L.C”. or “limited liability company” to recognize what business entity type it belongs to;
• Words that refer to the government service, such as “state” and “federal”, and the like cannot be used;
• Also, you can’t use profession-specific words, like “attorney” or “doctor”, unless the service you provide is related to that service and you have an occupational license;
• Before you stick with any name, check its availability by doing a quick search in the database of LLC names in Nevada;
• If it’s available, you’ll need to file a reservation name form with the Secretary of State by including a filing fee of $25;
• Each child series must include the master LLC name;
• The master LLC name, in turn, must have a distinguishable extension to the name;
• It’s also recommended to include names of asset holders in the child series LLC;
• Lastly, you should look into buying a distinguishable URL so that when you’re ready to launch a website, it has your company name.

When selecting a company name, you may also want to get a DBA name (also known as a fictitious or trade name). This can be helpful if your child series LLC name is too long and/or you want to use a different name for interaction with clients.

Step 2. Find a Registered Agent for Your Series LLC in NV

As with any other business entity, a series LLC in Nevada is required to have a registered agent, so finding one is the next step on your list.

A registered agent (also known as a statutory agent and a resident agent) is a company or person aged at least 18 years old appointed to handle the correspondence on behalf of a business. It is their responsibility to file reports and remind LLCs about important notes.

Another important requirement is that an RA, whoever you choose, has a physical address in the state of Nevada and is available at that address within the standard business hours so that no reports can be missed once the Service of Process arrives.

All this means you have several choices for who can be appointed as an RA. Here are a few examples:

• Your business partner, colleague, friend, relative, or neighbor;
• A law firm, attorney, or business consultant;
• An accountant;
• A professional registered agent service provider;
• You yourself can be a resident agent (if you don’t mind the paperwork).

However, given the business structure of an SLLC, being your own RA can be quite a challenge, as you’ll have to maintain the compliance of each child series. Therefore, it’s highly recommended to entrust this work to a professional.

Other advantages of hiring an RA over doing the work yourself are:

• Privacy. With an RA, you’ll be able to keep your credential off the public documents, which can be beneficial for LLCs that work from home;
• Flexibility. You will also have the advantage of planning your work hours as it suits you without the need to be at the office at all times;
• Good standing. Having an RA will give you peace of mind that all of your reports are filed in due time, and your SLLC doesn’t fall behind the compliance calendar;
• Credibility. You’ll not need to handle sensitive business correspondence in front of your clients;
• Multi-state presence. Should you choose to expand to other states, it’ll be much easier to do with an RA agency, which usually has representatives in states.

Step 3. File the Articles of Organization for Your Series LLC in NV

Next, you need to file the Articles of Organization on your Secretary of State’s website. This is an official document that establishes the fact of an SLLC formation in Nevada. Among the details that should be included on this form are:

• The name of your company;
• The name and address of your resident agent;
• Each SLLC member’s name and address;
• The purpose of business;
• The exact date of an SLLC formation;
• How the company will be managed;
• Signatures of all organizers.

This form must be submitted to the Nevada Secretary of State along with the first annual report form, which can be found on the NV business portal. The annual report filing fee is $150, and the fee to file the Articles of Organization is $75.

Depending on whether you submit the forms online or by mail, they will be processed within 2 business days or 2 weeks respectively.

Step 4. Create an Operating Agreement

While it’s not necessary to draft an operating agreement in Nevada, it’s best to create one right at the beginning. Essentially, it’s a business plan or internal contract that outlines the rules for how the company will be run.

On top of that, this document establishes the responsibilities of each member of an SLLC, as well as describes the following:

• The process of profit sharing;
• Accepting new members;
• What happens in case you decide to dissolve your company at some point in time.

As a result, if there’s any confusion with regard to the duties of SLLC members or a business organization, a well-written operating agreement comes to the rescue.

Step 5. Acquire an EIN for Your Nevada Series LLC Registration

Finally, you’ll need to obtain a taxation number (known as EIN) for each child LLC in your series. This number is needed for companies that plan to hire employees. Plus, you will need to provide this number when opening a business account and for tax purposes.

EINs are assigned through the IRS, so all you really need to do to get it is file an application form online or by mail.

Cost to Open a Series LLC in NV: How Much is a Series LLC in Nevada

Setting up a series LLC in NV is quite an expensive venture compared to other states in the US. However, the good thing is, once you’ve started, all you’ll have to take care of is your annual report fees.

Below, we break down all the fees, including compulsory and optional, so you can plan your expenses ahead.

Unlike the Articles of Organization, a Certificate of Good Standing is not a mandatory document. That said, there may come a time when you need it.

As a rule, companies obtain it to prove the legal status of their SLLCs if they want to apply for a loan, for example, or if they’re planning on trading overseas.

Another document you may need to file as you start running your business is the Articles of Amendment. Just as its name suggests, this document confirms any amendments to your Articles of Organization, which you may need to introduce in the course of time.

First Tasks After Starting a Series LLC in Nevada

Creating a series LLC in NV goes far beyond filing the Articles of Organization, though. If you want to make sure that your company runs smoothly and faces no penalties, it’s important to take care of a few more things.

Open a Business Bank Account

First and foremost, it’s necessary to open a business bank account. It’s only when you keep your business assets separate from your personal savings that you can take advantage of liability protection, so make sure that you get it done first.

Note that you will need to open a dedicated account for each series LLC. This will give you confidence that if anything happens to one of the child LLCs, the entire series won’t be affected.

To open a business bank account in Nevada, you’ll be requested to provide the following documents:

• A certified copy of your Articles of Organization;
• Your Series LLC operating agreement;
• The EIN number.

Get Business Insurance(s)

Any LLC, regardless of its business structure, is required to acquire workers’ compensation insurance in NV. This insurance covers medical expenses related to illnesses and accidents incurred at work.

If you have a vehicle that you use for the purposes of a business, you may also want to get commercial automobile insurance.

Although not required by state law, it’s highly recommended to get general liability insurance as well. General liability insurance gives additional protection against claims made by ill-wishers that may involve false advertising, injuries, damage, etc.

Find an Accountant

One of the most common reasons companies get fined or face dissolution is because they miss their filings, which is quite easy to do when you have so many things to think about.  That’s where it’s best to entrust this job to an accountant.

An accountant will not only make sure that all of your business assets are protected and managed properly across the entire series but will also provide helpful financial advice, so you can spend the money in the best possible way.

On top of that, an accountant can provide help with preparing and filing reports, as well as keeping track of your taxes, allowing you to focus on your business rather than paperwork. 

Keep Your SLLC Complaint

Whether you decide to keep track of your reports yourself or hire a third party, it’s important that you understand how it works. 

In Nevada, there are two types of reports:

• Annual;
• Income.

Annual reports (called Annual lists in Nevada) are filed with the Secretary of State in Nevada only for the master LLC, not for each division. You can file the form online or by mail. Take note that if you choose to file online, you’ll be charged an additional fee.

Aside from that, you will need to file income reports for your series LLC. Even if you’ve not made any money or lost some, you’re required to update the Secretary of State of your current situation.

When it comes to taxes, any business entity in NV that is paying employees a minimum of $50,000 quarterly is expected to pay the Modified Business Tax. The Commerce Tax, on the other hand, applies to LLCs that have over $4,000,000 in gross revenue during a year.

FAQ