Register your business in North Dakota

LLCs and corporations file with the Secretary of State⁸ in FirstStop¹. A general partnership is not formed by a filing. A sole proprietorship using only your personal name has no formation filing. A name other than the legal name is a trade name, or a fictitious partnership name if the business is a partnership.

What’s different in North Dakota

• The annual report date depends on the structure. An LLC files by November 15. A North Dakota corporation files by August 1. A foreign corporation files by May 15⁴. Partnerships that file a report use March 31⁵. A farm or ranch LLC uses April 15³. A nonprofit uses February 1¹⁰.
• The LLC fee is one number for a company formed here or elsewhere. Registration is $135. The yearly report is $50³.
• The business cannot be its own registered agent. Someone from the business may serve if they live in North Dakota⁷.
• A trade name is exclusive inside North Dakota. It costs $25⁶, lasts 5 years, and gives the owner the exclusive right to that name in North Dakota¹. It is not a national trademark.
• A missed LLC report ends the company by law. Under the statute, an LLC that has not filed its report six months¹¹ after the due date ceases to exist.

Do this

1. Pick your structure. LLC, corporation, nonprofit, partnership, or sole proprietorship. A sole proprietor using only a personal name, or a general partnership, can skip the formation filing and go to step 5 if a trade name or fictitious name applies. A licensed profession may need a professional LLC or corporation. Pick an entity compares them. Farm and ranch ownership has extra rules, below.
2. Check the name in FirstStop. It must be distinguishable on the Secretary of State's records. An LLC name must include limited liability company, LLC, or L.L.C.³ A corporation name must include company, corporation, incorporated, limited, or an abbreviation of one of those words⁴. The name also cannot use bank, banker, banking, trust, or trust company, unless the Department of Financial Institutions approves the name in writing¹. Not ready to file? The start page says you can reserve a name for up to 1 year, if the name is available. A reservation does not let you use the name until the business is registered². For an LLC, the statute charges ten dollars and holds the name for twelve months, and it may be renewed for successive twelve-month periods¹¹. The corporation statute charges ten dollars¹² to reserve a corporate name. Search the web and the federal trademark database too.
3. Choose a registered agent. Corporations, LLCs, and partnerships other than general partnerships must keep a North Dakota registered agent at a physical North Dakota address¹. The business cannot be its own registered agent. Someone from the business may serve if they live in North Dakota. Or use a commercial registered agent already listed with the Secretary of State. A noncommercial agent needs a complete physical North Dakota address, if the agent is not a commercial registered agent⁷. Changing the agent later is $10, and that change fee is per entity when the agent is a noncommercial agent⁸.
4. File in FirstStop. The fee depends on the structure, below. The Secretary of State pages do not state a processing time or a card fee.* Check the total on the payment screen.
5. File a trade name or fictitious partnership name if you use another name. Details are below.
6. Calendar the first annual report. It is due the year after the calendar year in which the business was first registered⁸. Selling taxable goods means a sales tax permit before you collect tax: Get your tax IDs.

By structure

LLC

File articles of organization for $135. The company can be formed by one or more people. When the filing is accepted, you get a certificate of organization. The LLC then files an annual report for $50 by November 15³. The statute says the report is due before November 16¹¹, which is the same deadline stated a different way. The first report is due the year after the calendar year in which the business was first registered⁸.

After the deadline, the statute adds fifty dollars. If the report and the fees are still missing six months later, the company ceases to exist. You can file the past-due report within one year after the involuntary termination or revocation, and that filing includes a reinstatement fee of one hundred thirty-five dollars¹¹.

The maintain-registration page says a missed report puts the business in Not Good Standing. That page also gives a general range for every structure: termination is typically 6 to 12 months after Not Good Standing⁸. For an LLC, the statute above sets the date.

Ending the LLC later is $20³.

Professional LLC

The fee is the same $135. It is for licensed professionals, such as a dentist, veterinarian, architect, or accountant. The filing has to include a Certificate of Professional License (SFN 13610) or other certification from the North Dakota licensing board. The name can use professional limited liability company, limited liability company, or PLC, P.L.C., P.L.L.C., PLLC, LLC, or L.L.C. Starting January 1, 2027, the annual report must include a license certificate for the governors and members who will practice in the state³. If you are not sure your work is a professional service under that rule, check with a legal professional.

Corporation

File articles of incorporation for $100. The name must include company, corporation, incorporated, limited, or an abbreviation of one of those words. The annual report is $25, due August 1 for a North Dakota corporation, starting the year after the calendar year in which the business was first registered. There is a late filing fee if the report is not received by the deadline⁸. The corporation statute sets it at twenty dollars within ninety days after the due date, then sixty dollars after that. The same statute says a corporation that has not filed is not in good standing three months after the due date, and one year¹² after the due date a North Dakota corporation ceases to exist and a foreign one loses its authority to do business here. A professional corporation uses the same fees and, starting January 1, 2027, the annual report must include a license certificate for the directors and voting shareholders who will practice in the state⁴.

S corporation status is a federal election. North Dakota follows that federal classification. Entity and tax election explains the difference. The state income tax is on Get your tax IDs.

Nonprofit

File articles for $40. A nonprofit corporation uses articles of incorporation. The annual report is $10, due February 1, with a late fee of $5. A miss means Not Good Standing, then involuntary dissolution one year after the report is due. A charity that solicits also files a separate charitable organization annual report¹⁰. A nonprofit LLC does not have to file its operating agreement⁹. Federal 501(c)(3) status is a separate application to the IRS. Past formation, the rest of this series is written for for-profit businesses.

Partnership

A general partnership can be formed without a state filing. General partnerships do not file an annual report. If the partnership uses a fictitious name, registration is $25 for the first two partners and $3⁵ for each partner after that.

A limited partnership registers for $110. The name must include limited partnership, LP, or L.P. The annual report is $25, due March 31⁵. A limited liability limited partnership uses that same registration line on the fee list.

A limited liability partnership is $35 for the first two partners and $3 for each additional partner. A foreign LLP is $60. The name must include limited liability partnership, LLP, or L.L.P. The report is due March 31. A professional limited liability partnership follows that fee pattern, and starting January 1, 2027, the annual report must include a license certificate for the partners who will practice in the state⁵.

Sole proprietorship

A business using only your personal name does not have to register before it transacts business². A business a married couple owns together, when they file a joint tax return, is generally a sole proprietorship. Sole proprietorships do not file an annual report⁶. A name other than your own is a trade name. Sales tax registration and any license your work needs still apply.

Trade names and fictitious partnership names

File when the name you use is a name that leaves out the owner's surname, or the organization's original name, including an acronym or shortened name. A partnership’s version is a partnership name that leaves out the organization's name or the partners' names. The fee is $25⁶ for a trade name. It lasts 5 years, and renewal is $25⁸. It gives the owner the exclusive right to that name in North Dakota. It protects the name in North Dakota only, and the Secretary of State does not check the federal trademark register. A trade name cannot include company, corporation, incorporated, limited, or the partnership and LLC designators, unless the owner is that kind of entity¹.

If the name is already reserved or registered, you can change it, file a signed consent from the current holder with $10¹, or file a North Dakota court judgment that gives you the prior right to the name.

Farm and ranch

A farming or ranching LLC can have no more than 15 members, and the members must be related, or be a family trust or estate that meets the same kinship rule. The annual report is due April 15, not November 15. The formation fee is the same $135. An authorized livestock farm LLC can own no more than 160 acres, and the annual report form is not in FirstStop³. The kinship and acre rules are on the LLC page. If you are not sure your land plan fits, check with a legal professional.

Formed in another state

An LLC formed elsewhere needs a certificate of authority before it transacts business, provides a professional service, or gets a North Dakota license or permit. The fee is the same $135³. A corporation formed elsewhere pays $145 and files its annual report by May 15⁴. Using a name other than the company’s own name also means a trade name. Forming in another state covers the tradeoffs.

What you get back

An accepted LLC filing comes back as a certificate of organization¹¹. You will need that record for your EIN and your bank. The Secretary of State pages do not state how many days a formation filing takes.* A certificate of good standing is $20 in FirstStop. Be skeptical of a letter that offers to file the annual report for a large fee⁸. You can file the annual report yourself.