Registering your LLC in Washington
The United States LLC is not a partnership or a corporation; it is a distinct business entity that offers an alternative to partnerships and corporations by combining the corporate advantages of limited liability with the partnership advantage of pass-through taxation.
US LLC’s with non-resident members and which conduct no business in the US and which have no US-source income are not subject to US federal income tax and are not required to file a US income tax return.
US LLC’s are popular vehicles for conducting international business.
Forming an LLC in Washington
Each state has its own set of requirements for businesses that plan on forming a Limited Liability Company (LLC) there. If you decide to form an LLC in Washington, TBA will take care of all the details. We’ll research the availability of your company name and help you prepare and file your Certificate of Formation with the Washington Secretary of State. We can also take care of many of your company’s follow-up needs, including annual report preparation and filing.
Here are some helpful facts about Washington’s LLC requirements.
- Type of company – LLC
- Type of law – Common
- Shelf company availability – Yes
- Our time to establish a new company – 2 days
- Minimium gorvernment fees (excluding taxation) – Varies
- Corporate taxation – Fiscally transparent
- Double taxation treatie access – Normally, no
Share capital or equivalent
- Standard currency – Not applicable
- Permitted currencies – Not applicable
- Minimum paid up – Not applicable
- Usual authorised – Not applicable
- Minimum number – One
- Local required – No
- Publicly accessible records – On formation
- Locations of meeting – Anywhere
- Minimum number – One
- Publicly accessible records – Varies by state
- Location of meetings – Anywhere
- Required – Not applicable
- Local or qualified – Not applicable
- Requirement to prepare – Yes
- Audit requirements – No
- Requirement to file accounts – No
- Publicly accessible accounts – No
- Requirement to file annual return – Yes
- Requirement to file FBAR (Foreign Bank and Financial Accounts) – Yes, if bank account exceeds $10,000 at any time during the calendar year
- Change in domicile permitted – Yes
How to register an LLC in Washington
Language of legalisation and corporate documents
Registered office required
Language of name
Shelf companies available
Suffixes to denote corporation
Time to incorporate / form
US federal taxation
US Limited Liability Companies structured for partnership tax treatment with non-resident members and which conduct no business in the US and which have no US-source income are not subject to US federal income tax and are not required to file a US income tax return.However a FBAR form has to be filed each year where the bank account balance exceeds $10,000 at any time.
Annual report and License fees
- Tax applicable to Washington LLC’s is US$165
- This filing report is filed every two years.
- If an LLC is formed prior to June 16 in any given year, it’s first Two-Year Report is due June 16 that same year. It’s next Two-Year Report will not be due for another 2 years. If an LLC is formed after June 16 in a given year, its first Two-Year Report will be due June 16 the following year. Again, its next Two-Year Report will not be due for another 2 years.
Advantages and disadvantages of a Washington LLC
A Washington LLC satisfies a necessary condition of your business planning development in that it meets the requirement that you establish a legal form of organization in order to gain the statutory benefits and protection available in Washington to your LLC. Your Washington LLC establishes a legal presence within the state, which you can use either as a platform for in-state operations or by registering your Washington LLC via your agent’s physical address in order to meet the purely statutory requirement for tax and filing purposes absent an in state operation.
Advantages of LLC
Limited Liability Company
Owners of a LLC have the limited liability protection of a corporation.
Flexible profit distribution
Limited liability companies can select varying forms of distribution of profits. Unlike a common partnership where the split is 50-50, LLC have much more flexibility.
Corporations are required to keep formal minutes, have meetings, and record resolutions. The LLC business structure requires no corporate minutes or resolutions and is easier to operate.
All your business losses, profits, and expenses flow through the company to the individual members. You avoid the double taxation of paying corporate tax and individual tax. Usually, this will be a tax advantage, but circumstances can favor a corporate tax structure.
Disadvantages of LLC
Corporations can live forever, whereas a LLC is dissolved when a member dies or undergoes bankruptcy.
Business owners with plans to take their company public, or issuing employee shares in the future, may be best served by choosing a corporate business structure.
Running a sole-proprietorship or partnership will have less paperwork and complexity. A LLC may federally be classified as a sole-proprietorship, partnership, or corporation for tax purposes. Classification can be selected or a default may apply.
By Washington and other state law in order to proceed with forming a llc, you need to prepare a written abstract detailing your llc purpose, the names of your initial Washington LLC members, the name and address of your Washington registered agent, the details of which will be introduced into the body of your LLC operating agreement and related Washington LLC formation documents assembled for application to the state of Washington.
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Disclaimer: While TBA & Associates strives to make the information on this website as timely and accurate as possible, the information itself is for reference purposes only. You should not substitute the information provided in this article for competent legal advice. Feel free to contact TBA Customer Services for advice on your specific cases.