How to Start an LLC in North Dakota: Step-by-step

Creating an LLC in North Dakota

Starting an LLC in North Dakota means going through the Secretary of State's online FirstStop portal, where you submit your Articles of Organization and pay a $135 filing fee. This guide walks through every required step: choosing a compliant name, appointing a registered agent with a physical North Dakota street address, filing through FirstStop, drafting an operating agreement, getting a federal EIN, and keeping up with the $50 annual report. North Dakota also permits Farming LLCs and Professional LLCs (PLLCs), each with distinct membership and registration requirements under the North Dakota LLC rules.

Inc Authority has helped hundreds of thousands of entrepreneurs start their businesses across all 50 states. With Inc Authority's formation service, you only pay the required state fees.

Key takeaways

• You can form a North Dakota LLC by filing Articles of Organization through the Secretary of State's FirstStop portal and paying the $135 state filing fee.
• Every North Dakota LLC needs a registered agent with a physical street address in the state. Using a professional registered agent can help keep your personal address off public records.
• North Dakota does not legally require an operating agreement, but having one can help document ownership, voting rights, profit sharing, and how the LLC will handle disputes.
• LLCs must file a $50 annual report by November 15 each year to stay in good standing. Missing the deadline can increase the fee and eventually lead to involuntary termination.
• Inc Authority can prepare and file your North Dakota LLC formation paperwork for $0, so you only pay the required state filing fee.

Why Start an LLC in North Dakota?

North Dakota can be a practical place to form an LLC if you want a modest annual compliance burden and a state-specific structure for certain industries. The state does not impose an LLC franchise tax or gross receipts tax, and the annual report fee is $50 when filed on time.

The state also has LLC rules for farming, ranching, livestock, licensed professional services, and series LLCs. Those options can be useful, but they also make it important to choose the right LLC type before filing through FirstStop.

How to Form a North Dakota LLC in 6 Steps

To create an LLC in North Dakota, complete six steps: pick a compliant name, designate a registered agent, file your Articles of Organization through FirstStop, draft an operating agreement, get a federal EIN, and register for applicable state taxes.

Step 1: Choose a Name for Your North Dakota LLC

The North Dakota Secretary of State will reject any LLC filing that doesn't meet the state's naming rules under the North Dakota Century Code. Before you file, confirm that your name includes the required designator, avoids restricted terms, and is distinguishable from existing business names.

• What the name must include. Your LLC name must contain "limited liability company" or the abbreviation "L.L.C." or "LLC." That designator has to appear as part of the official name you file.
• What the name can't include. The name may not include words such as "bank," "banker," "banking," "trust," or "trust company" without written approval from the North Dakota Department of Financial Institutions. It can't imply an illegal purpose, a purpose different from the one stated in your formation documents, or a connection with a government agency. Words like "university" or "college" may require additional state approval.
• Distinguishability matters. No two businesses can operate under the same name in North Dakota's records. Differences in designators alone don't create distinguishability. If Jim's Bison Company, Inc. already exists, Jim's Bison Company LLC isn't available.
• How to check availability. Run a name search through the Secretary of State's Business Records Search at firststop.sos.nd.gov before you file. Search variations of your name, not just the exact phrase. The tool is free and requires no login.
• If you're not ready to file yet. North Dakota allows name reservations for 12-month periods, renewable at $10 each, filed through FirstStop. If you're ready to move forward, the $135 formation fee claims your name and forms the LLC in the same step, which makes a separate reservation unnecessary.

Step 2: Appoint a North Dakota Registered Agent

Every North Dakota LLC must designate a registered agent to receive legal notices, service of process, and state correspondence. North Dakota Century Code § 10-32.1-14 sets this requirement.

• The physical address requirement. Your registered agent must have a physical street address in North Dakota. A P.O. box doesn't satisfy this requirement. Someone must be present at that address during regular business hours.
• Why availability matters. If your agent isn't reachable when the state or a process server arrives, your LLC can miss critical legal deadlines, including a default judgment entered against you.
• Who can serve as registered agent. You have three options: a North Dakota resident (including yourself), another member or manager of the LLC, or a professional registered agent service authorized to do business in North Dakota.
• No separate consent form required. You designate the registered agent's name and address directly within the Articles of Organization.

If you serve as your own registered agent, your address becomes part of the publicly searchable state record. A professional registered agent service lists its address instead, helping keep your personal information private. Inc Authority's registered agent service can give the state a reliable contact point while helping protect your home address.

Step 3: File Your North Dakota Articles of Organization Through FirstStop

The Articles of Organization is the formation document that legally creates your LLC. The Secretary of State has centralized all LLC filings through FirstStop, removing paper submissions for most filers.

What you'll need before you log in.

• Your LLC name: the exact name confirmed as available in Step 1, including the required designator
• Registered agent information: full name and complete North Dakota street address
• Principal office address: a street address is required
• Management structure: member-managed or manager-managed
• Organizer information: name, address, and signature of the person filing
• Name reservation information: if applicable

To file, go to firststop.sos.nd.gov, register for an account, complete the Articles of Organization fields, pay the $135 fee by credit card, and submit. Inc Authority can prepare and file your Articles of Organization through the state, so you only pay North Dakota's $135 filing fee.

Online filings are processed in about 5 business days under normal conditions, though processing can stretch to 4 weeks during peak periods. Once approved, you'll get an email confirmation and a Certificate of Organization. Track your filing's progress through your FirstStop account.

If you file by mail, send your completed Articles of Organization with a check or money order payable to the Secretary of State to: North Dakota Secretary of State, 600 E. Boulevard Ave., Dept. 108, Bismarck, ND 58505-0500. Credit card payments aren't accepted for mail submissions. Allow about 2-3 weeks total, including transit time.

North Dakota does not offer expedited processing. Filing accurately and completely the first time is the only way to avoid delays. Errors get the filing kicked back and restart your clock.

Step 4: Create a North Dakota LLC Operating Agreement

North Dakota doesn't legally require an operating agreement. Skipping it is still one of the most common mistakes new LLC owners make. Without one, the North Dakota Century Code fills in the blanks, and those defaults may not reflect what you and your members actually agreed to.

A solid operating agreement should cover, at minimum:

• Member ownership percentages
• Profit and loss allocation
• Voting rights
• Management structure
• Dissolution procedures

The operating agreement is an internal document; you don't file it with the Secretary of State. Keep a signed copy with your LLC records and make sure every member has one. A bank may also ask for it when you open a business account.

Step 5: Obtain a Federal EIN and Open a Business Bank Account

Your Employer Identification Number (EIN) is issued by the IRS. You use it to open bank accounts, hire employees, and file taxes. Register your business with the federal government and apply for your EIN for free at irs.gov; in most cases you'll receive it immediately. North Dakota doesn't require a separate state tax ID. Your federal EIN is the primary tax identifier for most North Dakota LLCs.

Once you have your EIN, open a dedicated business bank account. Keeping business and personal finances separate preserves your LLC's liability protection. Mixing funds can blur that line in ways that make it harder to defend if a dispute arises. Most banks require both your EIN and your Certificate of Organization to open the account.

Step 6: Register for North Dakota State Taxes and Business Licenses

Forming your LLC doesn't automatically register you for state taxes. Depending on how your business operates, you may need to register separately with the North Dakota Office of State Tax Commissioner.

• Sales tax. If your LLC sells taxable tangible personal property, charges admissions to recreational activities, or rents lodging, you must get a sales tax permit at least 30 days before opening. North Dakota's state sales tax rate is 5%. A service-only business with no taxable product sales may not need a permit.
• Employer withholding. If your LLC hires employees in North Dakota, register for an income tax withholding account. Most employers file quarterly, though high-volume employers may file more often.
• How to register. Use ND TAP (North Dakota Taxpayer Access Point) at tax.nd.gov to apply for accounts, file returns, and make payments.
• Business licenses. North Dakota doesn't issue a single statewide general business license. Requirements vary by industry and municipality. Check with your city business info or county government and any applicable state licensing board. FirstStop also includes a business licensing resource section to help identify applicable requirements.

North Dakota LLC Costs: State Fees, Recurring Costs, and Optional Services

Forming a North Dakota LLC costs $135 upfront. Your primary recurring obligation is the $50 annual report fee, due every year by November 15.

• Annual report: $50 (on time). Miss November 15 and the fee doubles to $100. Miss the six-month reinstatement window after that and the consequences escalate further.
• Trade name registration: $25 (if applicable). Required if your LLC operates under any name other than its registered legal name. File SFN 13401 with the Secretary of State.
• Professional registered agent service. Serving as your own agent costs nothing beyond the formation fee. Professional services commonly range between $35 and $300 depending on provider and features.

Inc Authority's formation service is free. You only pay the required $135 state fee.

For most single-member LLCs with no employees and no trade name, the all-in state cost is $135 in year one and $50 every year after. North Dakota imposes no franchise tax or gross receipts tax on LLCs and requires no publication after formation.

North Dakota LLC Annual Report Requirements and Compliance Deadlines

Every North Dakota LLC must file an annual report with the Secretary of State. Missing the deadline carries real consequences, including loss of good standing and eventual involuntary termination.

The annual report deadline is November 15. Your first annual report is due the year after you initially established your LLC. Mark this date the day you form your business.

The annual report is a basic confirmation that your LLC is still active and your contact information is current: company name and principal address, names and business addresses of managers or members with managerial authority, and the registered agent's name and address.

How to file. File through FirstStop or by mail. The fee is $50 on or before November 15. The Secretary of State may send a reminder postcard, but don't count on it.

What happens if you miss the deadline.

• November 15: File by this date and your LLC keeps "Good Standing" status at $50. Miss it and your LLC moves to "Not Good Standing," meaning it can't be a party to legal proceedings.
• May 15 of the following year: File before this date and pay $100. Miss it entirely and your LLC is involuntarily terminated.
• May 15 of the year after that: File before this date and pay $185. Miss it and administrative reinstatement is no longer available; you'd have to petition the North Dakota courts.

A $50 oversight on November 15 can cost your LLC its legal existence. Termination may also cancel other licenses held by the LLC, including a contractor's license, which can trigger a cascade of compliance problems well beyond filing fees.

How Long Does it Take to Get a North Dakota LLC Approved?

Online filing is faster; approval comes back via email with no return envelope needed. Mail filings require a check or money order, since credit card payments aren't accepted.

North Dakota doesn't offer expedited processing. Filing accurately the first time is the only way to avoid delays.

Factors that can extend processing time:

• Filing volume. Peak periods, particularly the start of a new year, can push approval to 4 weeks.
• Weekends and holidays. The Secretary of State doesn't process filings on weekends or holidays.
• Errors in your filing. An incomplete or inaccurate Articles of Organization gets kicked back and restarts your clock.

If you need your LLC approved by a specific date, work backward and add at least 2 weeks from the day you file online. Build in more buffer near holidays or the start of a new year. Track your filing status through the Business Record Search at firststop.sos.nd.gov.

What to Do After Forming Your North Dakota LLC

Once the Secretary of State approves your LLC, your next priority is making the business usable and compliant. These steps help separate the LLC from your personal finances, prepare it for taxes, and reduce the risk of missing North Dakota-specific filing or licensing obligations. Work through this checklist after receiving approval:

1. Obtain your federal EIN from the IRS at irs.gov. Free and usually issued immediately.
2. Open a dedicated business bank account using your EIN and Certificate of Organization.
3. Register for applicable North Dakota state taxes through ND TAP at tax.nd.gov.
4. Research and obtain local or professional business licenses through your city, county, or relevant state licensing board.
5. Execute your operating agreement and store signed copies with your LLC records.
6. Mark November 15 on your calendar as a recurring annual reminder.
7. Register a trade name (DBA) if needed by filing SFN 13401 with the Secretary of State. The fee is $25.

When you form your business with us, you gain access to a free Bank of America business checking account.

Register a Trade Name for Your North Dakota LLC

If you want to operate under a name different from your LLC's legal name, you have to register it. File a Trade Name Registration (SFN 13401) online through FirstStop, by mail, or by fax to (701) 328-2992. The filing fee is $25. Renew every five years at $25.

Trade name registration protects the name in North Dakota only; it doesn't provide nationwide protection. A trade name is not a separate legal entity. Your LLC's liability protection and tax structure stay unchanged.

Certificates of Good Standing and Expanding Outside North Dakota

A certificate of good standing confirms your LLC is legally active and current on its North Dakota compliance obligations. You may need one when applying for business loans, buying insurance, opening certain bank accounts, or registering your North Dakota LLC as a foreign LLC in another state.

Request the certificate through FirstStop for a $20 fee. If your LLC is in "Not Good Standing" status, resolve the outstanding issue first; the Secretary of State can't issue the certificate until your LLC is current.

If your North Dakota LLC opens a location, hires employees, or regularly conducts business in another state, that state may require foreign LLC registration. Request your North Dakota certificate close to the filing date because many states require a certificate issued within a recent window, often 90 days.

Special North Dakota LLC Types: Farming, Livestock, and Professional LLCs

North Dakota recognizes several specialized LLC categories with distinct rules: Farming or Ranching LLCs, Authorized Livestock Farm LLCs, Professional LLCs (PLLCs), and series LLCs. If your business falls into one of these categories, forming a standard LLC may not be legally permitted. These structures are not just optional labels; they can change eligibility, ownership, filing, tax, and licensing considerations.

Farming or Ranching LLC

A farming or ranching LLC may have no more than 15 members. Members must be related individuals, or a trust for the benefit of individuals related to every member within specified degrees of kinship. The structure is built for family operations, not outside investors.

At least 65% of the LLC's gross income averaged over the previous 5 years must come from farming or ranching. Income from non-farm rent, non-farm royalties, dividends, interest, and annuities can't exceed 20% of gross income. These thresholds are tracked on an ongoing basis, not just at formation.

Additional requirements: members must be U.S. citizens, one officer or manager must be actively engaged in operations, and the LLC must own or lease farmland in North Dakota. A farming or ranching LLC may be organized in another state, provided it files the appropriate documents with the Secretary of State and meets all North Dakota requirements. USDA resources are available for farming businesses navigating federal requirements. NDCC chapters 10-06.1 and 10-32.1 govern these entities.

Authorized Livestock Farm LLC

The Authorized Livestock Farm LLC (ALF LLC) is a distinct category, not a subset of a farming or ranching LLC. It exists specifically for livestock production operations: backgrounding, finishing, or the production of poultry products, milk or dairy products, and swine or swine products. The North Dakota legislature significantly expanded this structure in 2023.

An ALF LLC can own no more than 160 total acres and may not grow crops or graze livestock. At least 65% of gross income must come from qualifying farm operations. The LLC may have no more than 10 members. At least 51% of ownership must be held by active farmers or ranchers, and 100% must be owned by U.S. citizens or permanent resident aliens. If the operation qualifies as an animal feeding or concentrated animal feeding operation, it must break ground within 1 year and be fully operational within 6 years.

Professional LLC (PLLC)

A PLLC is the required entity structure for licensed professionals in North Dakota, including attorneys, physicians, accountants, architects, engineers, and others who want LLC liability protection. All members must hold the same professional license. PLLCs must comply with the licensing requirements of the applicable professional board in addition to standard LLC formation requirements, which means formation documents may need board review before or after filing with the Secretary of State. See nonprofit registration guidance if your professional organization operates as a nonprofit rather than a PLLC.

A PLLC doesn't shield individual members from liability for their own professional malpractice. It does protect members from liability for the malpractice of other members. That protection is the core reason licensed professionals choose this structure over a general partnership.

Series LLC

North Dakota permits series LLCs, which allow one parent LLC to establish separate internal series with their own assets, members, managers, or business purposes. This structure is more complex than a standard LLC and is usually relevant for owners managing distinct assets, locations, or lines of business.

Because series LLCs can affect taxes, banking, contracts, and liability separation, get legal or tax guidance before choosing this structure.

Common North Dakota LLC Mistakes to Avoid

Most North Dakota LLC filing mistakes are preventable, but they can still delay approval or create compliance problems later. Pay particular attention to the details the Secretary of State uses to approve filings, maintain public records, and determine whether your LLC remains in good standing.

• Choosing a name that's already taken or missing the required designator. If your LLC name doesn't include "LLC" or "Limited Liability Company," the Secretary of State will reject the filing. The same applies if your name isn't distinguishable from an existing entity. Run the name search at firststop.sos.nd.gov before you file.
• Listing a P.O. box as your registered agent address. North Dakota requires a physical street address under NDCC § 10-32.1-14. A filing that lists a P.O. box will be rejected.
• Filing incomplete or inaccurate Articles of Organization. Missing information, whether that's an incomplete organizer signature, a mismatched address, or an omitted management structure designation, gets the filing kicked back and restarts your processing clock. There's no expedited option to recover lost time.
• Missing the North Dakota annual report deadline. Miss November 15 and your LLC loses good standing and can't be a party to legal proceedings. Miss the May 15 follow-up and your LLC faces involuntary termination. The fee escalates from $50 to $185 or more, with the added risk of losing professional licenses tied to the LLC.
• Failing to register for North Dakota state taxes when required. If your LLC sells taxable goods or hires employees, register with the Office of State Tax Commissioner through ND TAP at tax.nd.gov before you start operating. Contact a labor office contact if you have questions about employer withholding obligations.

Start Your North Dakota LLC with Inc Authority

If you'd rather hand off the state filing process, Inc Authority can prepare and file your North Dakota Articles of Organization for $0. You only pay the required $135 state fee, and you can add services that help with registered agent privacy, operating agreements, and business banking setup.

Here's what Inc Authority provides:

• $0 formation service; pay only North Dakota's required $135 state filing fee
• Articles of Organization preparation and filing
• Registered agent service to help protect your personal address
• Operating agreement assistance
• Access to a free Bank of America business checking account
• Simple online process that takes minutes to start

Start online in minutes, and Inc Authority can help handle the formation paperwork so you can focus on getting your North Dakota business ready to operate.

North Dakota LLC FAQs

How Much Does an LLC Cost in North Dakota?

Forming a North Dakota LLC costs $135, which is the one-time Articles of Organization filing fee. The primary recurring cost is the $50 annual report fee, due every year by November 15. Optional costs include name reservation ($10), trade name registration ($25), certificate of good standing ($20), and professional registered agent services (varies). North Dakota imposes no franchise tax or gross receipts tax on LLCs.

How Long Does it Take to Get an LLC Approved in North Dakota?

Online filings through FirstStop are processed in about 5 business days, for a total turnaround of about 1-2 weeks. Mail filings take the same 5 business days of state processing once received, but transit extends the total to about 2-3 weeks. North Dakota doesn't offer expedited processing.

What is the Downside of Starting an LLC in North Dakota?

The main downsides are upfront cost, ongoing compliance obligations, and self-employment tax. You'll pay $135 to form the LLC and $50 every year for the annual report. Missing the November 15 deadline can cost you good standing or, eventually, the LLC itself. That said, North Dakota's annual report fee is low compared to many states, and the state imposes no franchise tax on LLCs.

What Are Common LLC Mistakes to Avoid in North Dakota?

The most costly mistakes are: filing a name that lacks the required "LLC" designator or conflicts with an existing entity; listing a P.O. box as the registered agent address; submitting incomplete Articles of Organization; and missing the November 15 annual report deadline.