- LLCs are officiated in the state of Missouri through the Articles of Organization.
- It is crucial to ensure that one can distinguish the LLC's name from other current firms listed with the Missouri Secretary of State. On their website, you may perform a free name search to confirm that the proposed name of your LLC is available.
- The state of Missouri ensures transparency and coordination among all business owners in the state using thorough Operating Agreements. It also lowers the possibility of future disagreement.
- For sole proprietorships to become LLCs, IRS guidelines mandate that they should obtain a new EIN. The IRS offers free EINs to its customers. The procedure for obtaining an EIN is simple and may be completed online or by mail.
A limited liability corporation (LLC) is a type of corporate structure that shields its owners from being held personally liable for the deficits of the firm. Limited liability companies are hybrid legal organizations specific to the United States. They share traits with corporations, partnerships, and sole proprietorships.
The state of Missouri is hospitable to up-and-coming LLC ventures. You can contact the Missouri Secretary of State and file an online Article of Organization which costs $50. Online or postal applications are also accepted. Operating agreements are optional for LLCs in Missouri, although it is strongly recommended that they have one.
In Missouri, a single-member LLC is treated the same as a multi-member LLC for all intents and purposes related to its creation. As a result, single-member LLCs enjoy a little more leeway while submitting a tax return.
Steps To Start an LLC in Missouri
The initial and most significant step in forming an LLC in Missouri is selecting a company name. A business owner needs to make sure the name of their LLC meets the following criteria.
- They must include the word "limited liability corporation" or one of its acronyms in the enterprise's name.
- The name cannot contain words that might lead to people mistaking it for a government agency.
- One should avoid including terms such as Bank, Attorney, or University in the name. Such terms can necessitate additional documentation and the participation of a licensed professional, such as a doctor or lawyer, in the LLC.
- The name must be distinct from any other LLC, corporation, limited partnership, or limited liability limited partnership in the state. A business owner can ensure this by checking the Missouri Secretary of State's website for a Business Entity Search.
- Ensure that the company name is accessible as a web domain. Even if you intend to wait to put up a company website, purchasing the URL is of strategic value to prevent others from doing so.
- The office of the Secretary of State requires a $7 deposit if you wish to reserve a name of your choice for your LLC before submitting the Articles of Organization.
Selecting a Registered Agent
Once you select a name for your LLC, you must designate a Missouri-registered agent to help you start an LLC in Missouri. The agent must be a Missouri resident or corporation that is permitted to conduct business in Missouri. The business owners can be registered agents themselves.
A registered agent is an individual or corporate organization that receives necessary tax forms, legal papers, notification of lawsuits, and official government correspondence on behalf of the business owner. The registered agent effectively functions as a relay between the corporation and the state.
Submitting the Articles of Organization to the Secretary of State
The Articles of Organization should be submitted to the Secretary of State in order to start an LLC in Missouri. The articles have to contain the following.
- Name of the LLC
- What the LLC intends to accomplish to make money in its business
- The details of the registered agent for the LLC
- Whether the LLC will be controlled by its members or by a manager
- Whether the LLC will exist permanently or for a set amount of time
- Address and name of each organizer
- The Articles' effective date, which may be when they are filed or at a later date
- The organizer's signature.
You may submit the articles by postal mail or online through the Missouri Secretary of State's online filing system. For online submissions, the filing cost is $50, and for paper filings, it is $105. In addition, there is an extra $1.25 convenience charge for online filers.
Creating an Operating Agreement for an LLC in Missouri
An operating agreement can be defined as a document in an LLC that outlines the membership rights, obligations, commitments, liabilities, and debts to one another as well as to the LLC. The Operating Agreement need not be registered with the Secretary of State and is effectively an internal document. In case the LLC does not possess an operating agreement, the LLC's bylaws, its member control agreement, and limited liability company agreement, together with any other applicable documents, function as its operating agreement.
By establishing an operating agreement, you may safeguard your limited liability status, avoid financial and management problems, and make sure that you establish the rules that will govern your company instead of letting state law take over by default. Filing an Article of Organization with the Missouri Secretary of State costs $105 when done on paper and $50 when done online. Additionally, online applications charge an extra $1.25.
Obtaining an EIN for the LLC
An Employer Identification Number (EIN) can be defined as the corporate equivalent of a Social Security number (SSN). The Internal Revenue Service (IRS) assigns each LLC and corporation a unique nine-digit identification number to designate firms for the purpose of tax filing. An EIN can be used to
- Open a business checking account.
- Document and manage taxes on both Federal and State levels.
- Recruit new staff members.
Key Considerations after Launching an LLC in Missouri
Separating personal assets from professional assets
When your personal and company accounts are combined, your personal assets, which can include real estate, and vehicles, among other valuables, may become vulnerable in the event that the LLC gets challenged in court. This is referred to as the "piercing of the corporate veil" in the context of commercial law. Recommendations that can help provide a legal safeguard to your LLC have been listed below.
- Corporate Checking Account: To secure personal assets, the business owner can separate their personal assets from those of their business by opening a corporate checking account. This also simplifies the process of tax preparation and bookkeeping.
- Company Credit Card: To meet annual tax goals, using a company credit card makes it easier to classify and segregate all business costs. It also aids in increasing the LLC's credit score, which is a crucial step in obtaining a line of credit or loan in the future. A company credit card also enables the business owner to monitor departmental spending by providing the staff with several cards that have dissimilar budgets.
- Business Accountant: Employing a business accountant prevents the LLC from paying more taxes than necessary and can help prevent tax filing mistakes that might result in penalties and fines. A business accountant also simplifies payroll and bookkeeping and properly manages the business's financing, identifying areas where there may be unanticipated losses or surplus profits.
You may focus on expanding your firm by managing risks with the help of business insurance. The most popular kinds of business insurance are listed below.
- General Liability Insurance: It is a comprehensive insurance plan that can help defend the LLC in the event of a court case. Small enterprises typically purchase general liability insurance.
- Professional Liability Insurance: It is a business insurance category that helps safeguard against malpractice claims and other business blunders for professionals such as consultants or accountants.
- Workers' Compensation Insurance: It is a category of insurance that covers work-related diseases, accidents, and fatalities. Businesses in Missouri that employ five or more people are legally bound to have workers' compensation insurance, except for LLC members and corporate executives.
Business Licenses and Permissions required for LLCs in Missouri
An LLC can require additional municipal and state business licenses, depending on its business and where it is based. The thumb rule in this scenario is to consult the city clerk of the city or county if it is in an unincorporated area, where the LLC's principal place of business is situated, for information on local licensing. The Missouri Business Portal of the State of Missouri can provide information on state licenses.
Tax Filing Requirements an LLC in Missouri
A business owner might have to register for one or more types of state taxes depending on the nature of their LLC.
- Sales Taxes: A sales tax, officially referred to as a "Sales and Use Tax," is a fee imposed by states, counties, and municipalities on commercial exchanges of particular taxable products or services. To collect sales tax on taxable sales, an LLC is required to possess a seller's permit. This certificate can usually be applied for and obtained online through the Missouri Department of Revenue website for an LLC that deals in tangible goods.
- Employer taxes: If an LLC has citizens of Missouri in their employ, it must be registered with the Missouri Department of Labor for the Unemployment Insurance Tax. Additionally, it must also be registered for the Employee Withholding Tax with the Missouri Department of Revenue.
The Missouri Department of Revenue requires LLC registration in certain circumstances. Using the Department's Online Business Registration website, you can register your LLC to hire employees from Missouri and collect sales taxes. The registration form can be filled out online or on paper.
Employing People in Missouri
If you own an LLC functioning in the state of Missouri, you can make sure that any recruitment conducted within the state are in accordance with the legal guidelines by going through the following measures.
- The authority should conduct thorough background checks to see whether new hires are eligible to work in the US.
- The LLC should inform the state that new employees have been recruited.
- It should be made sure that the employees have access to workers' compensation insurance.
- The LLC should withhold employment taxes.
- Posters promoting workplace compliance should be printed and displayed in prominent locations.
It is wise to think about establishing an LLC if your company is just getting off the ground or if you have been working alone up until now. A lot of freedom is available when it comes to ownership, administration, and taxes of the firm with LLCs, which also restrict an owner's personal liability for corporate debts and litigation. It is mandatory to fulfill the criteria laid out in the Federal, State, and local laws to manage an LLC in Missouri. Each state has its own requirements for company licenses and permits, and Missouri is no exception. It is essential for a business owner operating in the territory to have a comprehensive understanding of these laws. Depending on the type of license that applies to a particular LLC, the fees for company licenses and permits may vary.
Learn more with us
- How to start an LLC in Arizona?
- How to start an LLC in Indiana?
- How to start an LLC in Wisconsin?
- How to start an LLC in Virginia?
We can help!
At Levy, we help early-stage founders streamline and automate regulatory and legal ops, HR, and finance so you can focus on what matters most — your business.
We can help you set up an LLC in Missouri, and assist you through all the steps that follow.
Like our content?
Subscribe to our blog to stay updated on new posts. Our blog covers advice, inspiration, and practical guides for early-stage founders to navigate through their start-up journeys.
Note: Our content is for general information purposes only. Levy does not provide legal, accounting, or certified expert advice. Consult a lawyer, CPA, or other professional for such services.