Ohio is an attractive place for both new and existing small businesses. The state offers plenty of opportunities for entrepreneurs who want to know how to form a series LLC in Ohio, including low filing fees, cost-efficient LLC maintenance, and incentive programs.
Thus, if you are looking for rapid business growth after setting up a series LLC in Ohio, you should know that the Mother of Presidents is home to 3 of America’s top 10 tech cities: Columbus, Cincinnati, and Cleveland.
In 2023, new tax benefits and other incentives are driving tremendous small business growth in every part of the state. Thus, let’s figure out how to start a series LLC in Ohio.
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If you want to understand how to get a series LLC in Ohio, you will have to prepare Articles of Organization and file this document with the Secretary of State along with paying a $99 filing fee. After that, you will also have to draft an operating agreement.
So what is this business structure? Such a limited liability company combines a "master LLC," also known as a "parent company," and one or several "series" or "cells," i.e. divisions beneath it, each with its own individual assets and interests.
Therefore, in case one of such divisions faces a lawsuit, only it will be responsible for any damages caused. This means you will not put your entire company's assets at risk.
Ohio series LLC registration isn’t much different from creating a standard company in the state. That said, the first thing to think about is your business name. Make sure the one you choose is 100% unique and available for use in the state.
Make sure yourventure's chosen name includes “Limited Liability Company,” “LLC,” or “L.L.C.” at the beginning of each series' name. This will help clarify the relationship between all organizations.
So how to create a series LLC in Ohio? The state requires each company operating in the state to appoint and maintain a statutory agent (also known as a "registered agent" or simply an “RA”).
Note that your chosen RA for each series will be the same as the registered agent for the parent LLC.
You can choose to be your own RA or this could be anyone you trust who is over 18 and has a permanent address in the state. However, if you want to save time and avoid errors, the best decision would be a professional RA service.
Your statutory agent will be involved in the following business activities on behalf of your company:
Starting a series LLC in Ohio isn’t difficult at all, as the application process is quite straightforward.
However, you should note that your RA's name and address will be publicly available to everyone interested in your company on the Secretary of State's website.
Now that you are ready to start a series LLC in Ohio, it’s time to make it legal. For this, you will need to file the main registration document, namely a state form that is called Articles of Organization with your state’s secretary of state.
You can file your Articles of Organization online or by mail at Ohio Business Central. The filing fee is $99.
Mail your completed document to:
Ohio Secretary of State
P.O. Box 670
Columbus, OH 43216
Note that you will need to attach a special statement of information to your Articles of Organization. Namely, the one stating that your parent company “may have one or more series of assets subject to limitations.”
Also, you must indicate at least one member for each of the series.
When it comes to forming a series LLC in Ohio, an operating agreement (OA) plays a crucial role. Even though you don’t need to file it with the state, it's best you prepare this internal company document in advance.
According to Section 1706.76 of the new Ohio Revised Limited Liability Company Act, to find out how to set up a series LLC in Ohio, you will need to include a section in your OA stating that your venture "may have one or more series."
Once you know how to register a series LLC in Ohio, you will need to set internal company rules and describe your organization’s management structure in your OA. This document will also explain the following:
To file a series LLC in Ohio, you may need to hire a professional attorney.
The process of series LLC formation in Ohio is almost over. Before we get to the final part, note that Ohio does not require companies to make publications in local newspapers.
Your parent company and each of its divisions will need to obtain a FEIN (or EIN), i.e. a 9-digit federal employer identification number. To properly complete the series LLC registration in Ohio, you should file Form SS-4 with the Internal Revenue Service (IRS).
You will need an EIN if you plan to:
You can also apply online at the official IRS website (free of charge).
The cost of creating a series LLC in Ohio can vary between $50 and $1000, depending on your business industry, exact location, and opportunities. The main costs to expect are as follows:
|Articles of Organization||$99|
|Name Reservation (up to 10 days)||$39|
|“Doing Business As” (DBA) Registration||$39|
|Certificate of Good Standing||$5|
You will need to obtain a Certificate of Good Standing once you find out what kind of business insurance you need.
Also, if you plan (and you should) to open a separate bank account, apply for a business loan, or expand to conduct business in other states, you will also need the certificate.
Note that, unlike most states, business entities in Ohio are not required to file an annual report or pay an annual fee. Now we can proceed to additional steps explaining how to get a series LLC in Ohio.
The first thing that comes to mind after you establish your Ohio SLLC is a separate bank account. Once you get an EIN from the IRS, you will be able to open such an account and divide your personal and business assets.
Moreover, this is how you will be able to separate financial records for each series within your master company.
Depending on your business location and business activity, make sure you also consider the following aspects:
If you want to know how to form a series LLC in Ohio in the most proper way, you should visit the Ohio Business Gateway licensing website. That’s where you can also find out if you need any special licenses or permits.