How to Form a Nebraska LLC
By Bazal Razzaq
Updated: September 12, 2023, 12:30pm
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- Pick a name for your Nebraska LLC
- Draft a business plan for your company
- Assign a registered agent
- Prepare and file your Certificate of Organization form with the Secretary of State
- Submit your affidavit of publication
- Apply for an EIN(Federal Employer Identification Number) with the IRS
- Prepare an Operating Agreement for your LLC
- Submit your Statement of Information biennially
- Final Word
- How To Form An LLC In 50 States
- Frequently Asked Questions (FAQs)
Wondering how you can form an LLC in Nebraska? You’re at the right place! The Cornhusker State has come a long way and is arguably one of the best states to form a Limited Liability Company.
#1 Pick a name for your Nebraska LLC
The very first step in your Nebraska LLC formation process is to choose a name for your business. Your company name is also the first thing your customers notice about your brand, so it should always be memorable.
Here are some naming requirements and guidelines you need to take care of before naming your LLC,
- The LLC’s name should be unique and distinguishable from the names of existing business entities registered in Nebraska. You can check the availability of a name through Nebraska’s online business name search tool on the Secretary of State’s website. Additionally, you can also email a written request to the Secretary of State’s office at email@example.com.
- Your chosen name should include terms like “Limited Liability Company,” “Limited Company,” “L.L.C.,” “LLC,” etc., or similar abbreviations. This requirement indicates that the entity is an LLC and is well-equipped with benefits like limited liability protections.
- Avoid using certain words that might be restricted or require additional approvals, like words that imply “banking” or “insurance services.” Why? Because they may require approval from appropriate government agencies.
- If the LLC includes members/owners with professional licenses (such as doctors, lawyers, or architects), there may be specific requirements for including their professional titles in the LLC name.
- Some words might be reserved by the state and can only be used with specific conditions or permissions.
- Also, avoid using names that could mislead the public about the nature of the business or its services.
- Similarly, in some cases, if the name includes certain words (like “FBI” or “Treasury”) that may indicate government affiliation, you might need to obtain consent or authorization to use such terms.
Still confused? You can check Nebraska’s naming rules and regulations. Once you’ve read it all, you can decide on a legally compliant name that best reflects your brand identity.
In case your chosen LLC name is available but you don’t wish to form your LLC right away, you can always consider reserving the name by filing an Application for Reservation of Limited Liability Company Name with the Nebraska Secretary of State. The filing fee is $15, and you can hold the name for up to 120 days. Remember that the application needs to be filed by postal mail.
#2 Draft a business plan for your company
Once you’ve named your business, it’s time to draft a detailed, clear, and straightforward business plan to help sort your daily operations, finances, roles, and responsibilities of members/owners and due governance of your Nebraska LLC.
A well-drafted business plan will help you,
- Map Your Path: It guides you on what steps to take and when like a roadmap for your business journey.
- Attract Support: It impresses investors and lenders, showing them your idea is worth supporting.
- Stay on Track: It keeps you focused on your goals and how to achieve them like a captain steering a ship.
- Make Smart Decisions: It helps you see challenges ahead and make wise choices to overcome them.
- Save Time and Money: It prevents mistakes by thinking ahead, saving you from costly errors.
- Communicate Clearly: It lets your team and partners understand your vision and work together smoothly.
- Adapt and Grow: It helps you change your plan when needed, like a flexible strategy for success.
#3 Assign a registered agent
Like every other state in the US, Nebraska also requires you to assign a registered agent for your LLC. A registered agent accepts and receives all legal, official, and financial documentation and notices on behalf of your LLC. It can either be an individual or a business entity and is basically your business’s point of contact with the state.
You have the following options when it comes to choosing a statutory agent for your Nebraska LLC:
- Be your own registered agent.
- Another business entity.
- Hire a registered agent service.
- An individual within the company(manager/employee/member)
- An Attorney, lawyer, or legal facility.
To be a registered agent for a Nebraska LLC, one should:
- Have a physical street address in Nebraska.
- Be a resident of the state.
- Be at least 18 years old.
- Have the legal authority to accept legal documents on behalf of the company and forward them to the appropriate parties within the company.
- Be available during regular business hours to receive legal documents.
- Consent to act as the LLC’s registered agent.
Note: A PO Box is not sufficient as a business address.
This can cost around $50 to $300 per year.
#4 Prepare and file your Certificate of Organization form with the Secretary of State
To formally register your LLC with the Nebraska Secretary of State, you need to file your certificate of organization document.
Here’s what you need to include in your certificate of organization document,
- Your LLC’s official name.
- The business address of your LLC.
- Registered agent’s name and address.
- Date of initiation (the official formation date of your Nebraska LLC)
- Name and address of the person forming the LLC
- A brief purpose statement.
- Choose the perfect management structure, whether it will be member-managed or manager-managed.
- Confirm that the LLC will have at least one member/owner managing.
- The signature of the individual forming the LLC is mandatory.
- Details of the person filing the LLC articles – name and address.
For filing, you can upload the pdf with the Nebraska Secretary of State or send in the form by mail to the address listed below,
Robert B. Evnen, Secretary of State
P.O. Box 94608
Lincoln, NE 68509
The filing fee is $100 for online and $110 for by-mail filings.
#5 Submit your affidavit of publication
In Nebraska, all new businesses, including LLCs, need to publish a notice of formation in their local newspaper for three consecutive weeks. The certificate must be published within 45 days of your LLC’s formation(basically when the state approves your Certificate of Organization document).
It should include your LLC name and physical street address, the contact number and residential details of your registered agent, and a summary of all the services your LLC intends to offer. Once the certificate has run its course, the newspaper will send over an “affidavit of publication,” which needs to be registered with the Nebraska State of Secretary.
#6 Apply for an EIN(Federal Employer Identification Number) with the IRS
After filing the Articles of Organization, you need to obtain a Federal Employer Identification Number (EIN) from the Internal Revenue Service (IRS). The EIN is a nine-digit unique number that identifies your corporation for tax purposes. You can obtain an EIN online on the IRS website, or you can apply by mail, fax, or phone. If you’re based out of the country, you can email or fax the Form SS-4.
Are you confused about whether or not you need an EIN? Well, you need it if your LLC plans on,
- Hiring employees
- Applying for business licenses and permits
- Conducting daily business operations
- Meeting federal and state tax obligations
- Opening professional business bank accounts
#7 Prepare an Operating Agreement for your LLC
Even though it isn’t mandatory in Nebraska to set an Operating Agreement, we strongly suggest you create one in case of future fights, misunderstandings, and confusion between the members/owners of your LLC.
A solid operating agreement can include,
- Name and primary location of the LLC
- Names and contact details of members/owners within the LLC
- Intended timeframe of your company
- Identity and location of the registered agent
- Details concerning the Articles of Organization
- Business objectives and mission
- Contributors to the LLC and their respective inputs
- Ownership portion, voting privileges, and profit distribution for each member
- Arrangements for sharing profits and handling losses
- Process for accepting and departing members
- LLC administration and decision-making
- Terms of dissolution
- Clauses related to indemnification and liability
Without a formal agreement, the courts decide matters according to state regulations, which may not always align with what’s best for the LLC and its members/owners.
#8 Submit your Statement of Information biennially
Nebraska requires LLCs to file a biennial report(statement of information) with the Secretary of State.
During all those years, when these reports are due, you will receive a paper form in the mail. You can complete the mail filing or file your biennial report online, along with a filing fee of $10.
Once your Nebraska LLC is up and running, you need to go ahead with the rest of the formalities, like,
- Opening a business bank account.
- Getting a business credit card.
- Applying for business licenses and permits
- Buying business insurance.
- Safeguarding your name and logo with a trademark.
Also, if you plan on hiring employees for your company, you need to stay compliant and focus on doing the following,
- Obtain your EIN (Employee Identification Number).
- Ask your employees to fill out the Employee Eligibility Form.
- Set up a process for the collection and payment of taxes.
- Make sure you have workers’ compensation insurance.
- Report to the state about new hires within 20 days of hiring them.
And that’s a wrap! That was all you needed to know before forming that LLC in Nebraska.
Frequently Asked Questions
An LLC business structure offers personal liability protection and flexible management. Setting up an LLC in Nebraska can help safeguard your personal assets and simplify your business taxation.
The key steps include:
- Choosing a unique business name.
- Designating a registered agent.
- Filing formation documents with the Colorado Secretary of State.
- Creating an operating agreement.
- Obtaining any required licenses or permits.
Yes, you’ll need to file a Periodic Report each year and pay the associated fee to keep your LLC in good standing.