How to Start an LLC in Michigan
The basics of starting an LLC in Michigan include naming your business, designating a registered agent, and filing Articles of Organization. Once your LLC has been formed, there are some additional steps to get through to make sure your business is in good shape.
Create an MI LLC in 5 Steps:
Step 1: Name Your Michigan LLC
Before you can register your business, your Michigan LLC needs a name. Michigan requires that your business name be “distinguishable” from other businesses in the state. That means it can’t be identical or very similar to any other registered business names in Michigan.
Your Michigan LLC name must also include “limited liability company,” “limited company,” “LC,” or “LLC.” You can’t use words like “corporation” or others that make it sound like another type of entity.
How do I check to see if an LLC name is available in Michigan?
You can search Michigan’s business name entity database to find out if your preferred name is already taken. If it is, you’ll have to come up with another name.
If you have a business name that works for you and it’s available in Michigan, it’s a good idea to do a couple more things: check to see if it’s been trademarked federally and reserve a domain name. Doing this early is easier than waiting a few months only to find out that another business got there first. If that happens, you’ll have to rethink your branding strategy in order to create a reliable and cohesive online presence.
When you hire us to form your Michigan LLC, we’ll register your domain for free and give you three months of email and website services (they’re just $9 a month after that).
Step 2: Choose a Michigan Registered Agent
The second step to starting your Michigan LLC is choosing a Michigan registered agent.
LLCs in Michigan must appoint a registered agent who is authorized to accept legal mail on the company’s behalf. That legal mail can include lawsuit notices, so it’s an important job.
You can act as your own registered agent if you so desire. Michigan law says registered agents can be one of the following:
- Michigan resident
- Michigan corporation
- Foreign corporation with a certificate of authority to transact business in Michigan
- Michigan limited liability company
- Foreign limited liability company authorized to transact business in this state.
Whatever option you choose, the registered agent must be available to accept documents at a physical Michigan address during regular business hours Monday through Friday.
What’s the difference between a registered agent and a registered office?
The registered agent is the person or entity who accepts your service of process. The registered office is the location where service of process is accepted.
Step 3: File Michigan Articles of Organization
You’ll file Michigan Articles of Organization to officially form your LLC with the state. Make sure to complete the paperwork properly before submitting it to the Michigan Department of Licensing and Regulatory Affairs.
You can file Articles of Organization online, by mail, or in person. The cost is $50. Regardless of your chosen filing method, you must include the following information:
1
Business name
Make sure to include an identifier like “Limited Liability Company” or “LLC.”
2
Purpose
This field is optional, so most companies skip it.
3
Duration
Only list an end date if you have one in mind. Otherwise, you can skip this.
4
Registered agent/office
List the name and physical address of your Michigan registered agent.
5
Additional provisions
This is an optional field to add any other provisions allowed under Michigan law. For example, in Michigan, LLCs are managed by members (aka the owners) by default. If you want your LLC to be manager-managed, the state says you must leave a note saying that here.
6
Effective date
Your LLC will be effective the date Michigan marks your Articles as “filed,” unless you list a future effective date here. You can choose a date up to 90 days in the future.
7
Organizer name and signature
This is the person submitting your LLC formation documents.
8
Contact info
List the organizer’s name and contact info in case the state needs to reach them.
How long does it take to process my Michigan LLC?
If you file your Michigan LLC Articles of Organization online, the state will take up to 10 business days to process your documents. Mailed filings take longer.
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Step 4: Set Up Business Operations
Once Michigan approves your formation paperwork, you have a registered LLC. But there are additional steps you should take to get everything set up properly and maintain your limited liability.
Create an operating agreement.
An operating agreement is a guidebook for how your LLC will function on a day-to-day basis. It includes information on things like how voting works, how membership interests get distributed, and how the LLC is managed. This is an internal record, but you will need to bring a copy of it when you go to the bank to open a business account.
Get an EIN.
Most LLCs need an Employer Identification Number (EIN). If nothing else, you’ll need it for opening a business bank account and hiring employees. Using an EIN is also more secure than using your Social Security number in its place, which is possible if you’re forming a single-member LLC.
Manage your company’s money.
You should separate your personal finances from your business finances. Therefore, you need to open a business bank account. If you don’t do this, you risk losing the personal asset protection an LLC provides.
Obtain licenses and permits.
Not every business in Michigan needs a license or permit to operate, so take a look at Michigan’s list of affected industries. You should also check with your city and/or county to see if they need anything from your company before you set up shop.
Step 5: File BOI Report
By federal law, most businesses have to file a Beneficial Ownership Information (BOI Report) as of 2024. The report is designed to root out fraud and money laundering.
On the BOI Report, you’ll need to list information about the company’s beneficial owners, aka the people with a significant amount of control or influence over the business. If you formed your LLC after January 1, 2024, you’ll also need to provide information about the person or entity who filed your LLC’s formation paperwork.
We can file your BOI Report for you when you hire us to form your Michigan LLC.
Frequently Asked Questions
What is needed to start an LLC in Michigan?
The filing that forms your LLC in Michigan is called the Articles of Organization. You have to name your company and designate a Michigan registered agent with a registered office before you can submit your Articles. You must also pay the $50 filing fee.
How much does it cost to start an LLC in Michigan?
Standard processing for Michigan LLC Articles of Organization is $50. Expedited processing costs anywhere from an additional $50 for 24-hour processing to $1,000 if you want one-hour processing.
Do LLCs pay taxes in Michigan?
Yes. Michigan has a business income tax of 4.95% and a modified gross receipts tax of 0.8%. You may have to pay both of those taxes if your gross receipts are more than $350,000 annually. For federal and state taxes, your Michigan LLC will be taxed as a pass-through entity by default. This means profits “pass through” to the members/owners, who must report them on their personal tax filings. If you’d rather be taxed as an S-corp or C-corp, you’ll need to submit paperwork to the IRS.
Regardless of which tax election you choose, make sure to file a new business registration with the Michigan Department of Treasury. You should also keep an eye out for city, county, and self-employment taxes owed by your business.
When is the Michigan Annual Report due?
The Michigan LLC Annual Report is due by February 15th each year and the fee is $25.
How do I contact the Michigan Secretary of State?
Here is the Michigan Secretary of State contact information:
Phone: 517-241-6470
Fax: 517-241-0538
Email: [email protected]
Mailing address:
P.O. Box 30054
Lansing, MI 48909
Physical address:
430 W. Allegan St.
Richard H. Austin Building – 4th Floor
Lansing, MI 48918