Set up your LLC without the hassle.
Click on “Get Started” so we can check
if your business name is available in Nebraska!
It can feel daunting to form an LLC in Nebraska, but it doesn’t have to be stressful or complicated. It’s far easier to get set up and operating when you have the right knowledge from the start. With information and support, you can get your LLC off the ground quickly, so you can start finding customers and building your business. Being in Nebraska is a good thing, too, because it’s a state that’s pretty friendly to businesses. It has a reasonable level of regulation and a realistic tax structure that can work for your LLC.
Nebraska doesn’t have a general business license requirement, so you don’t need to file for a state business license when forming your LLC. The state offers a business portal that can help you get answers to your questions and makes it easier to access and file all the forms you’ll need. You can find the right name for your new company and work your way down through the list of steps you need to take to make sure everything’s in order before you work with your first customer.
Being in compliance with Nebraska business requirements is extremely important. Before you start applying for any needed permits or other regulatory concerns, though, you have to actually form your LLC and get it registered with the state. Nebraska is not the least-expensive state for LLC formation, but it’s definitely one of the most reasonable and realistic when it comes to setting up your company there. Its business-friendly nature makes it a good place to get started on your LLC adventure.
Six steps are required to form your Nebraska LLC, which are:
Here’s a detailed explanation to walk you through each step, so you can form your Nebraska LLC with confidence.
What do you plan to call your new company? Deciding on a name is the first step toward getting everything registered and operational. You should choose a name that’s easy for customers to find and spell. Also consider how that name’s going to look in a URL, because running words together can have unintended consequences. It could even make your website name appear inappropriate, completely by accident. There are some specifics for a name in Nebraska, as well, including:
You can search for an available name on the Nebraska Secretary of State website, to see if someone is already using the name you want for your company or see the status of any names you’re interested in. To formally check on the availability of a name for your use, though, you’ll need to submit a written request to the Secretary of State’s office. You can do this by e-mail at [email protected], through fax at (402) 471-3666, or by mail by sending your request to:
P.O. Box 94608
Lincoln, NE 68509-4608
To reserve a business name in the state of Nebraska, you can fill out the Application for Reserved Name. Then you will need to mail this form to the Secretary of State, as there’s no eDelivery option for it. The cost to reserve a business name is $30.
If you want to apply for a DBA or a trade name, you can do that by filing online through eDelivery. The cost for a trade name is $110 if you turn in the paperwork through the mail and $100 if you file online.
Not all LLCs will want to register their name for trademark, but if you want to do that, the process has to be handled through the mail. There is no eDelivery option for trademark requests. It costs $110 to apply for a trademark. Keep in mind that a lot of words, names, and phrases can’t be trademarked. To register your name for trademark, you’ll need to choose one that’s unique and not too similar to anything else that’s already trademarked.
The next step to setting up your LLC is filing articles of organization. In Nebraska, this is called the “Certificate of Organization”, and it can be filed through the mail or through the eDelivery option. You can choose whichever option is more convenient for you. If time is a factor, filing online may be the best choice.
The price of filing is important to note, since you want to make sure you send the right fee if you’re mailing in your certificate. If you’re filing online, you can pay the fee at that time and get it all taken care of in one place. It costs $110 to file through the mail and $100 to file electronically.
You can draft your own certificate of organization as long as it complies with Nebraska’s requirements for LLCs. To make sure you’re in compliance, follow Nebraska Statute 21-117. The state doesn’t have a standard form for organization of an LLC. Creating your own is a viable option, and there may be pre-created templates available online, as well. If you select something that’s already been created by someone else, make sure it’s actually in compliance with state laws.
To file your certificate of organization, you can mail it to the Secretary of State at:
P.O. Box 94608
Lincoln, NE 68509
Or upload it through the eDelivery portal. There’s no option for in-person delivery, and filing online can be the easiest way to get your certificate of organization approved faster. Mail-in certificates often take longer to process.
The third step in forming your LLC and getting it up and running is choosing a registered agent. All 50 states have this requirement, and it’s not something you can avoid. A registered agent is sometimes called a “resident agent” or a similar term. Nebraska uses the standard term of registered agent, which helps reduce confusion. There are three main requirements for a registered agent, which are:
You have the option to choose a registered agent on your own, but you can also choose to use our registered agent services. If you have a lot of travel plans, you don’t work traditional hours, or you have other reasons you might not be readily available, using a registered agent service can give you peace of mind. It’ll be one less thing to worry about, and you’ll still get all the information you need to handle any concerns that come up for your LLC. You just won’t be the initial contact point for receiving paperwork.
The next thing you’ll want to do is create an operating agreement. Since there are no specific requirements for what these agreements involve, you can make up your own. Just make sure it gives the details you want to provide and all the specific information you and anyone else whose party to it should include. If the operating agreement doesn’t detail anything or protect the LLC’s members in any way, there’s really not a lot of point in having it.
You don’t actually need an operating agreement for a Nebraska LLC. But you can have one if you want to. It’s generally good practice to create one, since it helps you keep everything in writing and reduces any chance of confusion. An operating agreement outlines the operating procedures and ownership of an LLC. This helps make sure that all the owners of the business are on the same page and lowers the risk of conflict in the future.
If you’re a single-member LLC and it’s just you operating everything, an operating agreement isn’t as important. But if you’re a multi-member LLC, it’s vital that you make sure you’re getting a strong agreement that works for all the company’s members. That way, you have something in writing that can be used if disputes arise. You can also provide quality information to anyone who wants to know about your LLC or who you may be thinking of bringing into the company as a member or partner.
Since Nebraska doesn’t require you to have an operating agreement at all, there are no specific state-based requirements for what yours should say. You can really put just about anything you want to into your operating agreement as long as it’s legal. The agreement can be as long or as short as it needs to be, and you can include more detail or less, just as long as you and any other members of the LLC agree on what’s going into the agreement itself.
If you do decide to create an operating agreement, make sure to include things like ownership structure, management issues, and voting rights. Those all matter, and they’re big areas that could become sticking points if there are future disagreements between members. You may also want to address what happens if a member passes away or wants to leave and whether there are buy-out opportunities for members to sell their part of the LLC to someone else, who you would then have to work with.
This is an IRS requirement, not a Nebraska-specific requirement, but it’s still extremely important. Anything that’s required by the IRS isn’t something you’ll want to ignore. An EIN (employer identification number) is nine digits long, and your LLC will need it to pay its employees. You can file for it easily, and the IRS will assign it to you. It’s very much like a Social Security number for a business. You will also use your EIN to open a bank account and file and manage federal and state taxes.
Getting your EIN is one of the services we provide, so you don’t have to handle it by yourself. If you’re concerned about it or you have questions, we’re here to help with all of that. You can also file for an EIN on your own, and it’s not going to cost you anything to do that. It’s easy for most LLCs to get, and you can choose to get your EIN online or by mail. Choose the option that’s more convenient for your needs. Just remember that getting your EIN by mail could take longer, and online options are usually faster.
While taxes aren’t a favorite subject of very many people, they’re a big and important part of operating your LLC in Nebraska and staying in compliance with state laws. If you aren’t in compliance, you could find that penalties and fines really start to add up. You can give your LLC the best chance at success by reducing any risk of tax problems. Then you can focus on growing your business and making it the best possible, along with having peace of mind.
Because an LLC is a pass-through entity, it won’t be required to pay tax to the state of Nebraska or the federal government. Nebraska also has a corporation occupation tax that LLCs are exempt from. The way taxation works with an LLC is that the proceeds are distributed to the company’s members, and then those members pay tax on that income on their individual income tax returns.
The income you earn from your LLC will be subject to federal income tax on your personal return, and you’ll also have to pay Nebraska state income tax. The income tax rate in Nebraska ranges from 2.46% to 6.84%, depending on your income. While the LLC won’t be subject to that tax, your personal income tax return will need to be filed, showing the income you receive from the LLC.
The state of Nebraska has a sales tax for any business that’s selling goods within the state. You’ll need to register your LLC for a seller’s permit. Then you’ll collect sales tax on the sales of goods, and send that tax to the state. This sales tax is also called “sales and use tax,” and most states, counties, and municipalities levy it. Depending on where you are in the state, you may have to pay this tax to a city or town or to the county you’re doing business in.
Nebraska’s self-employment tax is 15.3%, and you’ll need to pay self-employment tax to the state. It’s important to remember, though, that it’s not the LLC paying the self-employment tax. Instead, it’s part of your individual tax return. There may be business expenses you can deduct, though, which will help reduce your tax liability.
Your LLC will be required to withhold income taxes from your employees. By doing that, you’ll be in compliance with federal and state requirements. Payroll tax is one of the most important taxes you’ll pay, because your employees expect tax to be taken from their checks based on how they filled out their withholding forms. Nebraska also doesn’t have local taxes, so federal and state payroll tax is what you’ll be withholding out of employee checks.
One of the best things about Nebraska is that the state doesn’t have a lot of other taxes to worry about. Once you’ve handled all the basics, you can focus on other aspects of your business and not spend time worrying about the level of taxes you’ll be paying. That’s good news for anyone who’s starting up an LLC in the state, since a tax-friendly state is the best kind of state when it comes to business development, all other things being equal.
Once you’ve gotten an LLC formed, you’re not finished. Taking care of everything to get your LLC set up matters, and it’s something you need to do to stay in compliance with the state. After you’ve completed all the six steps discussed above, though, you’ll want to do a few other things to make sure your LLC is where you need it to be. If you do that, you’ll be ready to take on customers and grow your business as much as possible for the long term.
Even if you’re a single-member LLC, and it’s just you handling everything, you still want to have a separate business bank account. That’s important, because it may help reduce liability. If you’re making sales and putting all the proceeds into your personal bank account, it’s too easy to get confused as to which funds are yours to spend and which funds belong to the LLC. If you’re sued or there are issues with refunds and returns, you could also find that not having everything separate is an issue.
You may have fees you’ll need to pay for your LLC, and it’s important to know whether you need to pay anything on a yearly basis. You have to file a biennial report every other year, but there’s no fee for filing it. However, if you need to amend something in that report and resend it with corrections, then you’ll need to pay $30 when you refile. Otherwise, you can just file on time each time and not worry about additional expenses or ongoing annual fees for your Nebraska LLC. It’s important to notice that the current Nebraska requirement is a biennial report, but that may change in the future and it’s crucial to stay informed of any changes to have annual compliance and remain in good standing with the state.
The kind of finances you have and the way you set them up can end up making or breaking the success of your LLC. It’s generally a good idea to have trained professionals handling the finances for any LLC. A small, single-member LLC may not be as concerned with having an accountant, a tax advisor, and an attorney as a large, multi-member LLC would be. Still, both sizes and types of LLCs can get a benefit from making sure professionals are at least going over their finances to look for problems and concerns.
A seller’s permit is required in Nebraska for any LLC that’s selling goods within the state. For most businesses, though, no other types of permits or licenses are required. Since there’s no state business license, you won’t need to worry about applying for an overarching license to sell what your LLC is offering. Make sure if you have any kind of specialty business that you’re staying in compliance with specific requirements. You might, for example, need additional licenses for banking, law, and other fields.
Nebraska is a great state to form an LLC, because it’s business-friendly and not too tax-heavy. You can get the help and support you need in the state, too, from trusted professionals who care about seeing your company succeed. By following the steps here and dedicating yourself to learning what you need to know, you can give your Nebraska LLC the best chance at success for a long-term future.
This portion of our website is for informational purposes only. Tailor Brands is not a law firm, and none of the information on this website constitutes or is intended to convey legal advice. All statements, opinions, recommendations, and conclusions are solely the expression of the author and provided on an as-is basis. Accordingly, Tailor Brands is not responsible for the information and/or its accuracy or completeness.