How to Start an LLC in Missouri in 9 Key Steps – 2024 Guide

Starting an LLC in Missouri is a straightforward process that offers numerous benefits for entrepreneurs seeking a flexible and protective business structure. As the most populous state in the Midwest, Missouri provides a favorable environment for thriving businesses. 

To initiate the process, aspiring business owners must follow a series of key steps, including choosing a unique business name, appointing a registered agent, and filing the necessary formation documents with the Missouri Secretary of State. 

This introductory guide aims to demystify the process, providing a concise overview of the essential steps and considerations involved in establishing a Limited Liability Company (LLC) in the state of Missouri.

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How to Start an LLC in Missouri: Step-By-Step

1. Name Your Missouri LLC

The initial and pivotal step in establishing an LLC in Missouri is selecting a company name. Ensure that the chosen name adheres to Missouri’s naming criteria and is easily discoverable by potential clients.

Adhere to the naming guidelines:

• Incorporate the phrase “limited liability company” or one of its abbreviations (LLC or L.L.C.) in your name.
• Avoid words that might cause confusion between your LLC and a government agency (such as FBI, Treasury, State Department, etc.).
• Note that words like Bank, Attorney, or University may require additional documentation and having a licensed professional, such as a doctor or lawyer, as part of your LLC.
• Ensure that your name is distinct from any other Missouri limited liability company, corporation, limited liability partnership, limited partnership, or limited liability limited partnership.

Confirm availability in Missouri: Verify that the desired name isn’t already used by conducting a Business Entity Search on the Missouri Secretary of State’s website.

Check the URL availability: We recommend checking online to confirm your business name is available as a web domain. Even if you don’t have immediate plans to establish a business website, securing the URL now can prevent others from acquiring it in the future.

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2. Designate a Registered Agent

As part of the process of understanding how to initiate an LLC in Missouri, one crucial step is designating an individual or entity to receive legal notifications and official documents on behalf of your company. This designated entity is commonly known as a registered agent or an agent for service of process.

A registered agent must be consistently available to accept documents during regular business hours at a physical address within Missouri, which will serve as the registered address for your LLC. Any Missouri resident or a company authorized to conduct business in the state can act as a registered agent. You must submit a statement of consent, signed by your registered agent, along with the articles of organization for your Missouri LLC.

Insider tip: While you, or another member, can fulfill the role of the registered agent for your LLC, it’s important to note that the LLC itself cannot act as its own registered agent.

Our Picks of the Best-Registered Agent Services

ZenBusiness

Eliminate the stress of handling paperwork by choosing ZenBusiness. This company specializes in a diverse range of LLC services, ensuring your business is established correctly and all necessary paperwork completed and submitted to the appropriate state government branch. While there is a fee for their services, customers attest to receiving excellent value for their investment.

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Northwest Registered Agent

Navigating the mandatory paperwork to start a business can be daunting for new entrepreneurs. Northwest provides comprehensive business services to assist individuals in locating the required documentation, completing it accurately, and submitting it on time to the relevant government agency. Beyond the LLC setup, Northwest offers additional beneficial services, such as registered agent services.

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Incfile

Incfile offers a rich resource library to guide first-time business owners in determining the most suitable business structure. Once you’ve decided, Incfile assists with the documentation and filing processes, demystifying terms like a registered agent, articles of organization, and EIN. Incfile is a trusted choice for new business owners with a solid reputation and positive online reviews.

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3. File Missouri LLC Articles of Organization

File the Articles of Organization for your Missouri LLC by completing the necessary paperwork and paying a filing fee of $105 for domestic LLCs. If you’re a foreign entity establishing a Missouri LLC, you must fill out the Application for Registration of a Foreign Limited Liability Company, with the same $105 fee.

While the process is designed for online completion, you can print the blank document and fill it out later. In either case, the document must be signed and sent to the Corporations Division at P.O. Box 778, 600 W. Main St., Rm. 322, Jefferson City, MO 65102. Alternatively, you can use the Missouri Business Registration Online Portal for online filing.

Here’s a checklist of information to include in your Articles of Organization to establish your Missouri LLC:

• LLC business name
• Stated reason or purpose for forming the LLC
• Name and address of the registered agent
• Physical or business addresses and names of all organizers
• Specification of whether the business will be manager- or member-managed
• Stipulations for the length of existence or conditions for LLC dissolution

Remember that additional provisions for your business can be detailed in the accompanying operating agreement. If you need to change your LLC’s address within the state, don’t worry—this process is relatively straightforward.

Insider Information: When establishing a business in Missouri, it’s important to specify whether you’re creating a series LLC. A series LLC enables a company to function as a corporate umbrella, encompassing separate and distinct additional entities.

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4. Compose an Operating Agreement

While creating an operating agreement is an optional step in most states when initiating an LLC, Missouri mandates this document. Although not necessary to file with the state, the operating agreement is deemed internal. Even though the state doesn’t oversee its creation, it’s crucial to seriously approach the drafting process.

Operating agreements are legally enforceable contracts in case of breaches or legal disputes. This underscores the importance of carefully choosing language when formalizing your LLC membership agreement, as it can have significant consequences in the future. Seeking guidance from a small business attorney during this Missouri LLC formation process phase can be beneficial.

Within this document, you and your fellow LLC members will outline fundamental aspects of your LLC’s operations. Many operating agreements cover the following key considerations:

• Member voting rights
• Member ownership percentages
• Frequency and scheduling of meetings
• Taxation structure for the LLC
• Protocols for distribution and handling of losses
• Powers, responsibilities, and duties of members, investors, and managers
• Procedures for buyout, sale, and dissolution
• Indemnification and liability provisions
• Protocol for membership modifications

Missouri doesn’t prescribe a specific structure for operating agreements; the only requirement is to have one in place before your company begins operations.

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5. Obtain a Missouri LLC EIN

You can acquire a free Employer Identification Number (EIN) from the IRS. This number serves to identify a business entity uniquely and facilitates tracking for tax reporting purposes, essentially functioning as a Social Security number (SSN) for the company.

Why is an EIN necessary? An EIN is a prerequisite for the following:

• Opening a business bank account for the company
• Federal and state tax obligations
• Hiring employees for the company

Where can I obtain an EIN? Business owners can obtain an EIN from the IRS at no cost after the company is formed. This can be accomplished either online or through mail.

FOR INTERNATIONAL APPLICANTS: It’s important to note that an SSN isn’t required to obtain an EIN.

Send to:

Internal Revenue Service

Attention: EIN Operation

Cincinnati, OH 45999

Fax: (855) 641-6935

Cost: No charge

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6. Fulfill Your Missouri LLC’s Additional Legal Obligations

After an LLC is successfully registered, its members must focus on meeting ongoing legal obligations throughout the company’s existence.

In contrast to many other states, Missouri doesn’t mandate annual reports for LLCs; however, additional legal and financial responsibilities necessitate attention.

Registration with the Missouri Department of Revenue is crucial for numerous LLCs operating in the state, especially those involved in retail sales tax collection or with employees. Both locally formed LLCs and foreign entities conducting business in Missouri must comply with this obligation, achievable through online registration or mail.

Securing business licenses and permits is another important consideration for a Missouri LLC, contingent upon the business’s nature and location. The Missouri Business Portal provides comprehensive information on state-level licenses and permits, guiding you through the necessary steps. For local requirements, contacting the city clerk in the LLC’s municipality of operation is recommended.

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7. Missouri LLC Tax Filing Obligations

To ensure the continued good standing of your business, it’s crucial to stay informed about your Missouri LLC taxes.

Depending on your business type, you may need to register for one or more state taxes:

Missouri Sales Tax

For those selling physical products, obtaining a seller’s permit through the Missouri Department of Revenue website is typically necessary.

Missouri maintains a base sales tax rate of 4.225%, with an additional maximum local sales tax of 5.875%.

Missouri Employer Taxes

If your business has employees in Missouri, registration for the Unemployment Insurance Tax via the Missouri Department of Labor is mandatory. Additionally, enrollment in Employee Withholding Tax through the Missouri Department of Revenue is required.

Income Tax

State:

Missouri employs a graduated income tax structure, meaning your LLC’s tax rate (ranging from 2% to 4.95%) depends on its income. State tax returns must be submitted annually by April 15. Refer to the Missouri Department of Revenue website to calculate taxes or determine your tax bracket.

Federal:

Reporting federal income tax obligations involves using either Form 1065 (for multi-member LLCs) or Form 1040 Schedule C (for single-member LLCs).

Hiring Employees in Missouri

For those planning to hire employees, compliance with the law entails the following steps:

• Verify new employees’ eligibility to work in the US
• Report new hires to the state
• Provide workers’ compensation insurance
• Withhold employee taxes
• Display workplace compliance posters prominently in your workspace

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8. Explore Business Insurance in Missouri

Explore business insurance options in Missouri to safeguard your emerging LLC from unforeseen losses. Key insurance policies for businesses in the state comprise:

• Workers’ Compensation Insurance: This policy addresses injuries, illnesses, and even fatalities that occur in the workplace. Certain Missouri businesses, including those with five or more employees and companies in the construction trade, must have this coverage. To determine if your business qualifies for an exception, consult the Missouri Division of Workers’ Compensation website.

• General Liability Insurance: While not legally required by the state, general liability insurance is crucial for shielding your business against lawsuits and financial repercussions arising from property damage or workplace injuries, such as slip and fall incidents. Many commercial leases also stipulate the necessity of this coverage.

• Professional Liability Insurance: Tailored for LLCs offering professional services such as consultancies, accounting firms, medical professionals, or real estate agents, professional liability insurance safeguards against financial losses stemming from errors or poor advice.

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9. Market your Missouri LLC

Promote your Missouri LLC now that the initial startup tasks are complete. Establishing a strong presence for your small business involves implementing a comprehensive marketing strategy that encompasses:

• Market Research: Before launching your products or services, conduct thorough market research to understand your target audience and stay informed about your competitors’ activities.
• Advertising: Boost the visibility of your LLC by investing in advertising through various channels such as print, TV, radio, or digital platforms. Alternatively, consider hiring an agency to handle your advertising needs.
• Social Media: Leverage the power of social media for your small business. Enhance the recognition of your Missouri LLC by maintaining an active presence on platforms like Facebook, Instagram, and YouTube.
• Public Relations: While paid media is beneficial, expanding your business’s visibility requires establishing connections with local and national media organizations to secure publicity.

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Missouri LLC Checklist

Requirements for Naming

The name of a Missouri LLC must adhere to the following criteria:

• It should be distinguishable from the names of existing business entities recorded with the Missouri Secretary of State.
• It must incorporate one of the following phrases or abbreviations: “Limited Liability Company,” “Limited Company,” “L.L.C.,” “LLC,” “L.C.,” or “LC.”

Documents for Formation and Associated Fees

• Application for Reservation of Name – Optional filing with a $25 fee.
• Articles of Organization – Online filing incurs a $50 fee, while mail filing costs $105.
• Application for Registration of a Foreign Limited Liability Company – Applicable to foreign LLCs, with an online filing fee of $105.

Procedure for Registration

Establishing an LLC in Missouri involves submitting Articles of Organization to the Missouri Secretary of State.

Additional Legal Responsibilities

• Register with the Missouri Department of Revenue – Mandatory for certain types of LLCs.
• Obtain state and local business licenses – Compulsory for specific types of LLCs.

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How to Start an LLC in Missouri – FAQs

What Does LLC Stand For?

A limited liability company combines the relative ease and flexibility of a partnership or sole proprietorship structure with the enhanced risk protection afforded by a corporate framework. Similar to corporate shareholders, owners of an LLC, referred to as “members,” benefit from limited liability. This implies that their personal liability is restricted to their invested capital and doesn’t extend to cover corporate losses or debts.

By default, LLC members are subject to taxation based on their personal income, akin to the tax structure applicable to sole proprietorships or general partnership owners. This is commonly known as a “pass-through” tax structure. However, by meeting specific criteria, an LLC can elect taxation as a C corporation (C-corp) or S corporation (S-corp). Many small business owners opt for LLCs due to their straightforwardness and adaptability.

Must I Submit an Annual Report for My Missouri LLC?

No, Missouri sets itself apart from most U.S. states by not imposing the requirement for LLCs to file annual reports.

Is There an Obligation to File Income Taxes for My Missouri LLC?

In general, Missouri LLCs typically don’t incur income taxes. They’re commonly treated as partnerships, with profits passing directly through individual tax returns.

If My Missouri LLC Has No Income, Do I Still Need to File Taxes?

If you choose to classify your LLC as a corporation, annual corporate tax filings are mandatory for all corporations, irrespective of whether they generate income.

Is an Operating Agreement Mandatory for a Missouri LLC?

Yes, Missouri mandates that all LLCs establish an operating agreement. However, no stipulation requires it to be filed with the state.

How Can I Add a Member to My LLC?

To include a member in your LLC, draft an amendment to the operating agreement. If existing members are present, a meeting is necessary to vote on the amendment. With a favorable vote, adopt and update the agreement accordingly.

How Can I Alter Ownership of a Missouri LLC?

Identify the specific aspects of the LLC affected by the ownership change. Then, update the LLC operating agreement and submit an amendment to the Articles of Organization to the state.

Read More : Cost to start an LLC

What Is the Process for Dissolving an LLC in Missouri?

Inform the state of your intent to dissolve or transfer the LLC using either a Notice of Winding Up or a Notice of Abandonment of Merger or Consolidation of Limited Liability Company form and remit a $25 fee.

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