Frequently Asked Questions About Forming a North Dakota LLC

There are several different options when it comes to starting a business in North Dakota. From a legal perspective, there are three main types of North Dakota for-profit business entities: LLCs, S Corporations or C Corporations. For many entrepreneurs, we believe an LLC provides the right ratio of liability protection and ease of administration.

In order to start an LLC in the state of North Dakota, there are some minimum requirements you must meet. These are a completed set of Articles of Organization, a business name and a fee you pay to the North Dakota Secretary of State. We recommend taking some other steps before formally starting your LLC:

• Research your target market to make sure there’s a demand for the products and services you provide.
• Read industry guides to give you a starting point in your niche.
• Create a comprehensive business plan that defines the most important aspects of your North Dakota business.
• Write an Operating Agreement that covers how you will run your LLC.

After you’ve formed your North Dakota LLC, you will also need to review your business license requirements, understand ongoing filing needs, set up a separate business bank account and get an accountant.

In North Dakota, you register a business by creating a FirstStop account, logging in, and completing and filing your Articles of Organization with the North Dakota Secretary of State. You will need to gather information about your business, fill out the form and file it with the Secretary of State with your filing fee. This will officially form your LLC in North Dakota.

You can file your Articles of Organization on the Secretary of State FirstStop business portal, or Incfile can guide you through every step of the process by getting details from you and filing the form on your behalf — for free! There’s no additional charge for our basic LLC filing service, so all you need to do is pay the North Dakota state filing fee.

At the time of writing the fee charged by the North Dakota Secretary of State is $135. You can always check the latest North Dakota filing fees here. Unfortunately, North Dakota does not offer expedited filing like many other states. Some LLC filing services do charge you extra to prepare and submit your filing documents, but at Incfile, we do this for free — so you only pay the state fee.

Once you’ve gathered all of your information together and filed your Articles of Organization (or had Incfile do it for you), it can take up to four weeks (at the time of this writing) for the North Dakota Secretary of State to legally create your LLC.

The name of your North Dakota LLC must be unique, so you’ll need to check if another business is already using it. You can do that via the North Dakota Secretary of State website, or by using our fast and simple Business Name Search tool.

There are a few ways to register your North Dakota LLC name. 

• If you’re forming a new business and your business name is unique in North Dakota and meets state naming rules, you simply include it in your Articles of Organization.
• If you want to change the legal name of your business, you'll file a Certificate of Amendment with the Secretary of State.
• If you just want to do business under a different name, you'll need to apply for Trade Name Registration with the North Dakota Secretary of State, or we can do that on your behalf.

If you want to prevent people from using your business name across the U.S., you can file a trademark for the name. We can help.

In many other states, the legal documents that you file to form a corporation or LLC might be known as Articles of Incorporation. In North Dakota, this document is called your Articles of Organization, and it performs the same functions as the Articles of Incorporation.

Yes, the State of North Dakota allows the formation of a Series LLC. A Series LLC is a special type of LLC where you create one “overall” business and then have individual, series LLCs within it, each counted as separate legal entities.

Yes, the State of North Dakota allows Farm LLCs to be formed by those actively engaged in farming. A Farm LLC is a legal entity that may be established by one or more individuals, but may not exceed 15 members. These members must be related within a certain level of kinship.

Yes, all legal business entities in North Dakota, including LLCs, must have a Registered Agent at all times. Here at Incfile, we provide a free North Dakota Registered Agent service for the first year if you file through us.

If you wish to change your North Dakota Registered Agent you can do so by filing the change via the FirstStop business portal with the Secretary of State. Here at Incfile, we provide a free North Dakota Registered Agent service for the first year if you file through us. If you’ve been using a different Registered Agent and want to switch to us, we’ll file the change on your behalf.

If you need to know the Registered Agent of a specific North Dakota business, you can browse a list of commercial registered agents available in the FirstStop business portal.

As an LLC, any business profits you earn will be reported on your personal 1040 filing and reported and taxed as “pass-through” income. You will typically need to pay:

• Self-employment or payroll tax on all business profits
• Federal income tax on profits after you meet your tax-free allowance
• Sales tax for selling taxable products and services

North Dakota charges a 5 percent state sales and use tax on all retail sales, leases and rentals of most goods. You will also need to pay sales tax if you provide a taxable service. You can find a full list of taxable services here. 

You will need to apply for a Sales and Use Tax Permit with the North Dakota Tax Commissioner. You can complete this process online.

The base rate for North Dakota sales tax is 5 percent, but there may be additional sales tax depending on your region, county or city. Once you know your overall sales tax amount, calculate the value of all your taxable products and services. Then, multiply that by your sales tax rate to understand how much you will need to pay.

Once your LLC’s sales tax application is approved, you will receive a letter with instructions on how often you must file a sales tax return and pay sales taxes. Returns and payments may be due monthly, quarterly, semi-annually or annually.

North Dakota does not have a franchise tax for the privilege of doing business. However, some businesses will need to pay a corporate income tax in North Dakota, but this does not apply to LLCs unless your LLC is treated as a C Corporation for tax purposes.

The types of business licenses you need will vary depending on your type of business, industry, location and various other factors. We can research the types of business licenses you might need for you.