LLCs, profit corporations, and nonprofit corporations file with the Washington Secretary of State. A trade name is a different filing, with the Department of Revenue. Forming the company is not the same thing as getting the state business license.
What’s different in Washington
- The formation fee and the online fee are two lines. The schedule lists $180 for an LLC original filing. The online instructions add an online processing fee on top of the filing fee. The instructions do not state the amount.
- The annual report follows your formation month. It is due the last day of the month in which the business was formed, and you may file 180 days before that date. For an LLC it is $70, including the online processing fee.
- A trade name is not a Secretary of State filing. It costs $5 at the Department of Revenue, and it does not reserve the name against anyone else.
- The registered agent needs a Washington street address. Not a P.O. box. An email address is required for the registered agent and the principal office.
- A missed report has a dollar penalty on the page, and a dissolution definition that does not give a count. Delinquent status adds $25. The glossary defines administrative dissolution as termination by the Secretary of State because the entity failed a statutory requirement, such as the annual report or the registered agent.
Do this
- Pick your structure. LLC, corporation, nonprofit, partnership, or sole proprietorship. A sole proprietor does not appear in the LLC, profit, or nonprofit sections of the fee schedule. If that is you, skip to the trade name and the business license. A limited partnership fee is not quoted on this page.* Check the fee schedule.
- Check the name with the lookup in the LLC filing instructions. An LLC name must be distinct from any other business name already registered with the Secretary of State, and it needs one of these: Limited Liability Company, Limited Liability Co., L.L.C., or LLC. The instructions list words and phrases the name must not contain, including bank, trust, and cooperative. Not ready to file? Reserve the name for $30. The hold lasts 180 days and cannot be renewed. A reservation is not the start of the business.
- Choose a registered agent. Every business designates a registered agent in Washington. The agent must consent. The address is a physical street address in Washington, not a P.O. box or a private mailbox. The principal office is a physical street address. It does not have to be in Washington. A P.O. box or private mailbox does not qualify. An email address is required for the registered agent and the principal office. Changing the agent later is no fee.
- File on the Secretary of State’s site. The LLC form is a Certificate of Formation ($180 on the schedule, plus an online processing fee on top of the filing fee. The instructions do not state the amount.). You can set the effective date up to 90 days out. After you pay, the certificate is reviewed by Secretary of State staff before the confirmation is in your account. Expedited handling is $100 extra and is generally processed within three working days. Same-day service at the counter is $150. The Secretary of State does not record an operating agreement or other internal governance document.
- Decide whether to defer the initial report. The form has a defer box. If you check it, the report is due within 120 of the effective date, and it requires an additional fee. The instructions do not say 120 days, and they do not state the fee. The fee schedule lists an initial or amended annual report at $10. The instructions do not say that schedule line is the deferral fee.* Read the total before you pay.
- Order a certificate of existence if a bank asks. It is $20. Standard processing is typically 7 to 10 business days, and longer when volume is high.
- File a trade name if you use another name. You need one if you are a sole proprietor or partnership using a name other than the owners' full legal names, or a corporation, limited partnership, or LLC using a name other than its Secretary of State name. File it on the business license application ($5 per name, plus the processing fee). It lasts indefinitely, until the owner cancels it. There is no charge to cancel. It does not protect the name. A business can register an unlimited number of trade names. A trademark is a separate filing. The trade-name page points you to a lawyer or the U.S. Patent and Trademark Office for that.
- Put the annual report on the calendar. It is due the last day of the month in which the business was formed. Stay compliant has the late fee. Selling taxable goods or hiring someone is the business license, not this filing: Get your tax IDs.
By structure
LLC
File a Certificate of Formation. The schedule says $180. The online instructions add an online processing fee on top of the filing fee. The instructions do not state the amount. The name must include Limited Liability Company, Limited Liability Co., L.L.C., or LLC. Each year the LLC files an Annual Report ($70, and that price includes the online processing fee).
Corporation
The profit corporation section of the same schedule lists the same $180 original filing, no fee to dissolve, $140 plus missed annual reports to reinstate, and a $70 annual report. S corp and C corp are federal tax choices made with the IRS, not a Washington form. This page does not restate the corporation’s required name ending.* Use the online instructions for the entity you are filing.
Nonprofit
The nonprofit section prints original filings of $40 to $80 and an annual report of $20 to $60. The online annual report instructions instead list $10 for a nonprofit miscellaneous and mutual corporation (RCW 24.06) and $10 for a corporation sole. Nonprofit miscellaneous and mutual corporations, and a corporation sole, do not pay the delinquency fee. Use the line that matches your statute, and check the cart. Federal 501(c)(3) status is a separate IRS application.
Partnership
A general partnership is not in the formation sections quoted here. Partners who use a business name file a trade name ($5). A limited partnership formation fee is not quoted on this page.* Check the fee schedule before you file one.
Sole proprietorship
No certificate of formation in the sections above. If you do not register another entity, you are a sole proprietor. A name other than your own full legal name means a trade name ($5, plus the license processing fee). The business license and any license your work needs still apply.
Formed in another state
“Foreign” means formed outside Washington. An LLC or professional LLC registers with a Foreign Registration Statement ($180). On whether one remote employee means you must register, this page does not have an answer.* Forming in another state covers the tradeoffs. Ask a Washington lawyer before you rely on a guess.
What you get back
A filed certificate, a record you can search, and an expiration date for the annual report. The business license, the UBI number, and the tax accounts come from the Department of Revenue, not from this filing.
Common questions
How much does it cost to start an LLC in Washington?
The fee schedule lists $180 for an original filing. The online instructions add an online processing fee on top of the filing fee. The instructions do not state the amount. A name reservation, if you want one, is $30 and lasts 180 days. It cannot be renewed.
Does a Washington LLC file an annual report?
Yes. The Annual Report is due the last day of the month in which the business was formed. For a profit entity, including an LLC, it is $70, and that price includes the online processing fee. You can file it 180 days early.
Where do I file a DBA in Washington?
With the Department of Revenue, not the Secretary of State. A trade name is $5 for each name, plus the business license processing fee. It lasts indefinitely, until the owner cancels it. There is no charge to cancel.
Can I be my own registered agent in Washington?
A person or a business can, if the agent consents. The street address is a physical street address in Washington, not a P.O. box or a private mailbox. Changing the agent later is no fee.
What happens if a Washington LLC misses its annual report?
The status can be listed as delinquent, and that adds $25. The fee schedule also lists $95 for an annual report with the delinquency fee. Reinstatement is $140 plus the missed annual report fees. The state glossary defines administrative dissolution, and it does not say how many missed reports it takes.
Sources
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