LLCs and corporations file with the Wisconsin Department of Financial Institutions, Division of Corporate and Consumer Services1. A sole proprietorship has no formation filing on the fee schedule. The filing creates the company. It is not a license to do the work. Licenses and permits is that step.
What’s different in Wisconsin
- The filing office is the Department of Financial Institutions. The fee schedule and the articles are issued by that department.
- An LLC has two formation prices. Online is $130. Paper is $1702. A business corporation is $1001 either way.
- The annual report follows your anniversary quarter, not one date for the whole state. The first one is due the calendar year after you form. Online it is $25. Paper adds $154.
- The company cannot be its own registered agent. A Wisconsin resident can. The office has to be a street address.
- A name reservation lasts 120 days, and it may be renewed5. There is no statewide DBA filing. An optional state trademark does not create the company.
Do this
- Pick your structure. LLC, corporation, nonstock corporation, limited liability partnership, or sole proprietorship. Pick an entity compares them. The department will not choose for you.
- Check the name on the department’s records before you pay. An LLC name must contain "limited liability company" or "limited company," or an abbreviation "LLC" or "LC." "Limited" may be abbreviated as "Ltd." and "company" may be abbreviated as "Co." It must be distinguishable on the Department's records from other registered or reserved names2. A corporation name must contain "corporation," "incorporated," "company," or "limited," or an abbreviation "corp.," "inc.," "co.," or "ltd."3 Search the web and the federal trademark database too. A state search does not clear a federal trademark.
- Reserve the name only if you are not ready to file. Use Form 1. An LLC, a business corporation, a limited liability partnership, or a cooperative is $15. A limited partnership or a nonstock corporation is $103. It lasts 120 days, and it may be renewed5. The fee is not refunded if the name is rejected.
- Choose a registered agent. One limit: the company may not name itself as its own registered agent. You can serve if you are a person who lives in Wisconsin and whose business office is the registered office, or a company whose Wisconsin business office is that same office19. The office is an actual street address in Wisconsin, not only a P.O. Box, a mailbox service, or a telephone answering service2. A later change is $10 online and $25 on paper. A resignation is $101.
- File the formation document. An LLC uses Form 502 or the online filing. You can also start at the One Stop Business Portal. The articles can take effect up to 90 days after the department receives the document2. Next-day processing on the fee schedule is $100. In person at the Madison counter, four-hour processing is $250 and one-hour processing is $5001.
- Put next year’s anniversary quarter on a calendar. The first annual report is not due in a few weeks. Domestic LLCs and business corporations file annual reports through One Stop; other entity types use DFI’s online filing page. The dates are below and on Stay compliant.
By structure
LLC
File Articles of Organization for $1301 online, or $1702 on paper. The form asks for the name, the registered agent and that agent’s email, a Wisconsin street address for the office, the principal office, and each organizer. The principal office does not have to be in Wisconsin. Management can stay with the members unless you say otherwise. The annual-report instructions say a limited liability company is member-managed unless the operating agreement gives management to managers.
The annual report is due each year after the calendar year the articles became effective, during the calendar quarter of the anniversary6. Match the anniversary to the quarter:
- March 31, if the anniversary is from January 1 through March 314
- June 30, if the anniversary is from April 1 through June 304
- September 30, if the anniversary is from July 1 through September 304
- December 31, if the anniversary is from October 1 through December 314
The instructions price a domestic LLC report at $25 a year, and they add $154 to file on paper. The fee schedule shows $401 for the paper report. Those two pages describe the same paper total. File online unless you have a reason not to.
The department may start a dissolution proceeding if the annual report is still missing one year after it was due, or if the company is without an agent for at least a year. After notice, the company has 60 days after the notice takes effect to fix the problem. If it is dissolved, the company's exclusive right to its name ends on the date of the administrative dissolution. To come back, the fees and penalties the company owes the department have to be paid7. The fee schedule does not list a separate reinstatement charge.* A voluntary dissolution is $20 online and $351 on paper.
Corporation
The fee schedule’s incorporation line for a business corporation is $1001. The name must contain "corporation," "incorporated," "company," or "limited," or an abbreviation "corp.," "inc.," "co.," or "ltd." A service corporation's name must end with "chartered," "limited," or "service corporation," or "Ltd." or "S.C."3 The annual report is due each year after the calendar year of incorporation, during the calendar quarter of the anniversary8. On the same fee schedule, a business corporation’s annual report costs what an LLC’s does, online and on paper. S corporation status is a federal election on Form 255320. Wisconsin’s return for that election is on Get your tax IDs. This page does not pick the election.
A business corporation, a nonstock corporation, or a cooperative that is merging, dissolving, or changing its name may register the old name for up to 10 years for $503. That application has to be filed with the merger, the dissolution, or the name change.
Nonstock corporation
The fee schedule lists nonstock incorporation at $351, on paper and online. Past formation, the rest of this series is written for for-profit businesses.
Limited liability partnership
The fee schedule lists registration of a limited liability partnership at $1001. Use that filing only if a limited liability partnership is the structure you chose.
Sole proprietorship
No formation filing. You still register for the taxes that apply on Get your tax IDs, and you still check local licenses. A name other than your own is the trademark section below, and it is optional.
Business names
A Wisconsin DBA is not a row on the entity fee schedule. The trademark office says a trademark registration is not required. It costs $15 for each name, phrase, design, or logo, and it lasts 10 years from registration, unless renewed in the six months before it expires. Filing one does not register the business to do business in Wisconsin and does not reserve the name in the business records15. The application has to be notarized. That registration is not a substitute for the federal trademark search.
Formed in another state
A company formed outside Wisconsin may not transact business here until it has a certificate of authority or a registration. A foreign LLC’s registration line on the fee schedule is $100 with a plus sign. Form 521 explains the plus: it adds $97.50 for each calendar year before this one that the company did business in Wisconsin without registering, counting a partial year as a full year10. On the question of what counts, the department will not decide whether a particular activity counts as transacting business9. If you are not sure the work counts, check with a legal professional. You still need a Wisconsin registered agent. A foreign LLC’s annual report is due March 31 of each year after the year the company registered. The instructions list that report at $804, and they say the paper surcharge is already in that figure. The fee schedule lists $651 for the online report. Forming in another state covers the tradeoffs.
Student entrepreneurs
Under the statute, the department may not charge a fee for LLC articles of organization when every member at formation is a student entrepreneur, and so is every organizer who will not become a member. A student entrepreneur is at least 18 years old13, is enrolled in a postsecondary school in Wisconsin, a public, private, or tribal high school in Wisconsin, or a home-based private educational program, and is an organizer or a future member of an LLC being formed as a business start-up12. The department’s student page still describes only post-secondary students in Wisconsin who are at least 18. The student form adds the high school and home-based students and requires every organizer and member to be at least 1814, the same age test as the statute. The student form can only be filed on paper11. The expedited box on that form is still an extra charge. Everyone else uses the regular articles.
What you get back
A filed company you can use for your EIN and your bank. The annual report is a separate filing next year, in your anniversary quarter. State tax accounts are a separate step on Get your tax IDs.
Common questions
How much does it cost to start an LLC in Wisconsin?
Online, Articles of Organization are $130. On paper they are $170. A name reservation, if you want one first, is $15 and lasts 120 days, and it may be renewed.
How much does it cost to incorporate in Wisconsin?
The fee schedule lists incorporation of a business corporation at $100, on paper and online. A nonstock corporation is $35. The annual report uses the same quarter-of-the-anniversary window as an LLC.
Can I be my own registered agent in Wisconsin?
A person can, if you live in Wisconsin and your business office is the registered office. The company cannot name itself. The address has to be an actual street address in Wisconsin, not only a P.O. Box, a mailbox service, or a telephone answering service.
Do I need a DBA in Wisconsin?
Not a statewide one. Wisconsin does not put an assumed-name filing on the business-entity fee schedule. A state trademark is optional. It costs $15 and does not register the business to do business in Wisconsin and does not reserve the name in the business records.
When is the Wisconsin annual report due?
The year after you form, during the quarter of your anniversary. An LLC organized from January through March is due March 31, if the anniversary is from January 1 through March 31. October through December is due December 31, if the anniversary is from October 1 through December 31. Online the report is $25.
Sources
- Wisconsin Department of Financial Institutions, corporation fees
- Wisconsin LLC articles of organization
- Wisconsin name reservation application
- Wisconsin annual report instructions
- Wisconsin LLC name reservation statute
- Wisconsin LLC annual report statute
- Wisconsin LLC administrative dissolution statute
- Wisconsin corporation annual report statute
- Wisconsin Department of Financial Institutions, foreign entities
- Wisconsin foreign LLC registration statement, Form 521
- Wisconsin Department of Financial Institutions, student entrepreneurs
- Wisconsin LLC filing fee statute
- Wisconsin Statutes chapter 183, certified PDF
- Wisconsin student entrepreneur articles of organization, Form 502SE
- Wisconsin Department of Financial Institutions, trademark questions
- Wisconsin One Stop Business Portal
- Wisconsin DFI, One Stop annual-report filing routing
- USPTO, trademark search
- docs.legis.wisconsin.gov/statutes/statutes/183/i/0112
- IRS, S corporations
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