How to Form an Anonymous LLC in North Dakota for 2024

Last Updated on September 24, 2024 by Dr. Gabriel O’Neill, Esq.

An anonymous LLC, or Limited Liability Company, allows individuals to conduct business while keeping their personal identities private. This structure is particularly beneficial for those who prioritize privacy, such as real estate investors or entrepreneurs in high-risk industries.

In North Dakota, forming an anonymous LLC requires following specific procedures. This guide will walk you through the steps to establish an anonymous LLC in North Dakota, highlighting the benefits and important factors to consider when opting for this business structure.

Form an Anonymous LLC in North Dakota with Northwest Registered Agent

What is an Anonymous LLC?

An anonymous LLC in North Dakota, also known as a blind LLC or double LLC, does not publicly disclose the identities of its members, managers, or owners. This type of LLC can be useful for individuals who wish to invest in real estate or launch a business while maintaining anonymity. It can also be utilized to hold assets that individuals or groups do not want to be publicly linked with, such as investments or patents.

It is important to note that anonymous LLCs are legal entities but have been used for illicit activities like money laundering and tax evasion. Additionally, they are not allowed in certain countries. However, if the business activities and income are legitimate, anonymous LLCs can provide a degree of privacy and liability protection for their members.

Before establishing an anonymous LLC, it is essential to consult with an attorney and a tax advisor to ensure compliance with all laws and regulations. Additionally, verify that it is legal in your jurisdiction, such as North Dakota.

Form an Anonymous LLC in North Dakota with Northwest Registered Agent

Is it Possible to Create an Anonymous LLC in North Dakota?

Creating an anonymous LLC in North Dakota is technically possible but requires additional steps compared to forming an LLC in a state that explicitly permits anonymous LLCs.

A common approach to starting an anonymous LLC in North Dakota is the “double LLC” structure, which involves setting up a secondary, anonymous LLC as a member of the primary LLC.

In this arrangement, the first LLC is publicly identified as the asset owner or conducts the business operations. Meanwhile, the second LLC, which remains anonymous, is listed as a member of the first LLC.

North Dakota does not explicitly allow the formation of anonymous LLCs, and the state mandates that the names and addresses of all members (or “managers” for manager-managed LLCs) be included in the articles of an organization during LLC formation. However, using a double LLC structure can help maintain a degree of anonymity for the beneficial owners of an LLC.

This double LLC approach involves creating one LLC (referred to as the “inner LLC”) owned by another LLC (referred to as the “outer LLC”). The members of the outer LLC are not publicly disclosed, as they do not appear in the articles of the organization. An outer LLC is an anonymous LLC formed in a state that allows anonymous LLCs.

Only the inner LLC is publicly visible, and the names of its members (which may include other LLCs or trusts) are listed in the articles of organization. In this manner, the inner LLC’s beneficial owners remain undisclosed, offering a level of anonymity.

It is important to consult with an attorney or financial advisor to understand the legalities and the most appropriate course of action for your specific situation. Regulations on LLCs vary among states and can have different implications based on the nature of the business and your unique circumstances.

How to Form an Anonymous LLC in North Dakota

Outlined below is a step-by-step guide for utilizing the double LLC strategy. This guide demonstrates how to use an anonymous LLC as a holding company to own a standard LLC for private business owners in North Dakota.

Step 1 – Choose a State to Form Your Anonymous LLC

North Dakota doesn’t have any specific laws that permit anonymous LLCs. However, if privacy is a priority, you can establish your anonymous LLC in states that allow it, such as Delaware, New Mexico, Wyoming, and Nevada.

Read more about the best anonymous LLC states:

• How to Form an Anonymous LLC in Delaware 
• How to Form an Anonymous LLC in New Mexico 
• How to Form an Anonymous LLC in Wyoming 
• How to Form an Anonymous LLC in Nevada

Read about how to form an anonymous LLC in any US state:

Step 2 – Form Your Anonymous LLC

To create your anonymous LLC, you must file articles of organization with the chosen state and pay the necessary filing fees. Additionally, you’ll need to select a registered agent responsible for receiving legal documents on behalf of the LLC. To further maintain anonymity, consider using a nominee service as your registered agent.

If privacy is important to you, consider contacting Northwest Registered Agent when registering your anonymous business.

Form an Anonymous LLC in North Dakota with Northwest Registered Agent

Step 3 – Form Your North Dakota LLC

After forming your anonymous LLC, you can proceed to create your standard LLC in North Dakota. For this step, file articles of organization with the state of North Dakota and pay the required filing fees. You’ll also need to choose a registered agent for the regular LLC.

Form Your North Dakota LLC with Northwest Registered Agent

Step 4 – Have the Anonymous LLC Own the North Dakota LLC

Once both the anonymous LLC and the regular LLC are established, designate the anonymous LLC as the owner of the North Dakota LLC. To do this, list the anonymous LLC as the owner of the regular LLC on the regular LLC’s articles of organization.

Keep in mind that this process may vary depending on the state where you are forming your LLCs. There may also be additional requirements and steps involved. It’s always a good idea to seek professional advice to ensure compliance with state laws.

North Dakota LLC Regulations

Here are some key aspects of forming and maintaining an LLC in North Dakota:

Name

Your LLC’s name must include the words “Limited Liability Company,” “L.L.C.,” or “LLC.” The name should be unique and not easily confused with existing businesses in the state. You can check name availability through the North Dakota Secretary of State’s office.

Registered Agent

Appoint a registered agent with a physical address in North Dakota. This person or entity will be responsible for receiving legal documents on behalf of the LLC.

Articles of Organization

File the Articles of Organization with the North Dakota Secretary of State. This document includes basic information about your LLC, such as its name, registered agent, and management structure (member-managed or manager-managed).

Operating Agreement

Although not required by law in North Dakota, it’s a good idea to create an operating agreement. This document outlines the rules and procedures governing your LLC’s management, ownership, and operation.

EIN (Employer Identification Number)

Obtain an EIN from the IRS. This is required if your LLC has employees or if you want to open a business bank account.

State Tax Registration

Register for state taxes with the North Dakota Office of State Tax Commissioner if your LLC will be collecting sales tax, hiring employees, or is subject to certain other taxes.

Business Licenses and Permits

Depending on the nature of your business, you may need to obtain additional licenses or permits at the local, state, or federal level.

Annual Report

LLCs in North Dakota must file an annual report with the Secretary of State. This report is due by November 15th of each year and requires a filing fee.

Maintain Good Standing 

Ensure your LLC stays compliant with all state requirements, such as filing annual reports, maintaining a registered agent, and paying any required taxes and fees.

This is just a summary of the main rules and regulations for LLCs in North Dakota. It’s important to research and understand all the legal requirements relevant to your specific situation and consult with a legal professional if necessary.

Pros and Cons of Anonymous LLCs in North Dakota

Here is a list of the pros and cons of creating anonymous LLCs in North Dakota.

Pros

1. Privacy: Anonymous LLCs can provide a level of privacy for the individuals involved in the company, as their names and personal information will not be publicly available in the LLC’s formation documents.
2. Asset protection: Anonymous LLCs can help separate personal and business assets, protecting the individuals involved in the company in case of legal action or financial liability.
3. Legal compliance: Anonymous LLCs can be used to comply with certain laws and regulations, such as privacy laws and regulations that apply to specific types of businesses or industries.
4. Business Separation: Anonymous LLCs can help separate different business activities, allowing for a clear distinction between various businesses and their liabilities.
5. Limited liability for members: Anonymous LLCs provide limited liability for members, meaning that members are not personally liable for the debts and liabilities of the LLC.
6. Flexibility: Anonymous LLCs offer flexibility in management and ownership structure, as well as in tax treatment.
7. Estate Planning: Anonymous LLCs can be used in estate planning and can help transfer ownership of the business to future generations.
8. Anonymity can be beneficial for certain businesses: Anonymous LLCs can be beneficial for specific types of businesses, such as those in the real estate or cryptocurrency industries, where anonymity can provide an added layer of security and protection.

Cons

1. Lack of complete anonymity: While anonymous LLCs can provide a level of privacy, they are not a guarantee of complete anonymity, and there may be other ways for someone to discover the identity of the members or managers of the LLC.
2. Cost: Setting up an anonymous LLC may require additional legal and financial costs, such as the cost of setting up a separate legal entity or hiring a registered agent.
3. Complexity: Anonymous LLCs can be complex to set up and maintain, requiring careful attention to legal and financial compliance.
4. Limited to certain businesses: Some businesses may be restricted from forming an anonymous LLC.
5. Can be viewed with suspicion: Anonymous LLCs may be viewed with suspicion by banks and other financial institutions, making it harder to open bank accounts or secure funding for the LLC.
6. Complexity in Taxation: Anonymous LLCs can be complex to handle when it comes to taxation, as different layers of LLCs may have different tax implications.
7. Difficulty in obtaining financing: Anonymous LLCs may have a harder time obtaining financing, as banks and other financial institutions may be hesitant to lend money to anonymous entities.
8. Difficulty in building trust with customers: Anonymous LLCs may have a harder time building trust with customers, as the anonymity of the company may be viewed with suspicion.
9. Difficulty in finding a business partner: Anonymous LLCs may have a harder time finding a business partner, as potential partners may be hesitant to work with an anonymous entity.
10. Compliance with Anti-Money Laundering laws: Anonymous LLCs may have a harder time complying with anti-money laundering laws, as the anonymity of the company may make it harder to identify the beneficial owners of the LLC.

Conclusion

Forming an anonymous LLC in North Dakota is a smart way to protect both your privacy and assets while running your business. By following the steps outlined in this guide, you can keep your personal information confidential and ensure your LLC complies with state regulations.

However, it’s important to understand that anonymity doesn’t shield you from all legal responsibilities, so consulting with a lawyer before setting up your LLC is a wise choice. Additionally, keeping thorough records and maintaining your anonymity by avoiding illegal activities is crucial.

With careful attention to the law, you can enjoy the benefits of running a successful anonymous business in North Dakota.

For more information on anonymous businesses, explore our article on how to maintain anonymity as a business owner and how to hide business ownership.

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