Forming an Idaho LLC is straightforward. Here’s how to get your LLC up and running in the Gem State:
1. Select an LLC Name
Choose a name that’s available in Idaho and meets the naming requirements (“Limited Liability Company,” “LLC,” etc., and not too similar to existing names). Use the Idaho Secretary of State’s business search to check. If you find a name but aren’t filing immediately, you can reserve it for 4 months for $20. Otherwise, proceed to filing to lock in the name.
2. Designate a Registered Agent
Idaho requires a registered agent for service of process. This agent can be an individual resident of Idaho or a business entity with authority to do business in Idaho, and must have a physical address in the state. They will receive any legal summons or official notices. You can serve as your own agent if you reside in Idaho, or you might hire a registered agent company (especially useful if you’re out-of-state or don’t want the role).
3. File a Certificate of Organization
File the Certificate of Organization with the Idaho Secretary of State (SOS). The filing fee is $100 if done online (or $120 if by paper). Idaho strongly prefers online filings via the SOSBiz system. In the Certificate, you’ll provide:
- LLC name,
- Registered agent name and address,
- Address of the LLC’s principal office,
- Whether the LLC will be managed by managers (manager-managed) or by its members (member-managed),
- Name and address of at least one “governor” (in Idaho, this term refers to a person who is a member or manager – basically someone in charge of the LLC; Idaho requires listing at least one),
- The organizer’s information (the person filing). Once filed, online approvals are often within a few days. You’ll receive a certificate or stamped copy confirming your LLC’s existence.
4. Prepare an Operating Agreement
Idaho doesn’t require an operating agreement legally, but it’s highly advisable to have one. This internal document will lay out how the LLC is run, ownership percentages, voting rights, how profits are divided, and procedures for events like a member leaving or the business dissolving. If you’re a single-member LLC, it can be simple but still helps for clarity and maintaining the LLC status. Multi-member LLCs definitely should have one to prevent internal conflicts.
5. Obtain an EIN
Get an EIN from the IRS for federal tax purposes. The EIN is necessary if you have any employees, multiple members, or just to open a business bank account. It’s free to get on the IRS website. Idaho doesn’t have a separate state EIN, so your federal EIN will also be used for Idaho state tax registrations if needed.
6. Open a Business Bank Account
Open a bank account under the LLC’s name to keep finances separate from your personal accounts. This is crucial for liability protection (ensuring the LLC is treated as a separate entity). Idaho has plenty of local banks and branches of national banks; choose one that’s convenient and offers good business services. Bring your EIN and certificate of organization.
7. Check Idaho Tax and License Requirements
Idaho itself doesn’t have a general business license at the state level, but certain businesses might need professional licenses (contractors, doctors, etc.) or permits (like health permits for food businesses). Check with Idaho’s regulatory boards for your industry. As for taxes: Idaho will tax LLC profits passed through to you via the personal income tax. If your LLC sells goods or taxable services, you need to register for an Idaho seller’s permit (sales tax permit) with the State Tax Commission. Also, if you have employees, set up withholding and unemployment insurance accounts. The good news: Idaho has no annual LLC franchise tax or fee beyond a small annual report fee (which is actually $0 if filed online on time).
8. File Annual Reports
Idaho requires LLCs to file an Annual Report to keep information up to date. The report is due annually on the last day of the anniversary month of your LLC’s formation (so if you formed in June, it’s due June 30 every year). The great part is Idaho doesn’t charge a fee for the annual report if filed on time online. (They charge $20 if you file a paper report.) The report can be submitted through the SOSBiz system and mainly confirms your LLC’s current address and registered agent, etc. If you miss the deadline, Idaho may administratively dissolve your LLC after a period, so stay on top of this (they do send reminder notices to your registered agent/office).
Tip: You can save time by using Registered Agents Inc. to handle your Idaho LLC formation. They will take care of filing your Certificate of Organization and can serve as your registered agent. They also offer worry-free compliance to help with annual reports. Start your Idaho LLC with Registered Agents Inc. and let the experts simplify the process.
Final Thoughts
With no annual fee and a low startup cost, Idaho is a great state to form an LLC. By completing the steps above, you’ll have formed your LLC and set a foundation for compliance. Always separate your personal and business dealings to uphold your liability protection. And enjoy running your business in Idaho, with its favorable business climate and support for small businesses. Congrats on your new Idaho LLC!
Ready to start your Idaho LLC? Don’t wait – form your Idaho LLC now and launch your business with confidence!