How to Form an LLC in Missouri
Missouri keeps its LLC process in one place. Here is what the state wants in your Articles of Organization, what it costs, and what comes after.
Missouri makes the path plain. The Missouri Secretary of State says a limited liability company is formed by filing articles of organization with the Corporations Division. Here is how to form an LLC in Missouri, step by step.
Key takeaways
- Your LLC name must be distinguishable from every other registered name in Missouri, and it must include a term like "Limited Liability Company" or "LLC".
- Your registered agent needs a street address. A PO Box alone will not work.
- The Articles of Organization must contain what Section 347.039, RSMo requires, and every organizer must sign them.
- Filing online costs $50. Filing on paper costs $105.
- After you file, you still have federal and other state agencies to deal with.
What forming an LLC in Missouri means under state law
The state's own guide says the Secretary of State's office provides a blank form that may be used to comply with the statutory requirements. The Missouri Secretary of State says Section 347.039, RSMo sets forth the information that must be provided in the articles of organization.
Not every business has to go through this office. Missouri's Secretary of State says sole proprietorships and general partnerships can be formed without the involvement of the Secretary of State. The office does not receive or accept filings to create them. If you are still choosing a structure, read about an LLC versus a sole proprietorship or whether you should form an LLC at all.
Step 1: Choose a distinguishable LLC name
Missouri's Secretary of State says a new business entity name must be distinguishable from any other registered business entity name in the state. If your proposed name is already in use or reserved, you must change it to make it distinguishable.
The name also needs the right label. Missouri's Articles of Organization form says the LLC's name must include a term like "Limited Liability Company" or "LLC".
You can search by phone, but take care. Missouri's Secretary of State says telephone name searches are only preliminary and do not guarantee a name is available. If your proposed name is already in use or reserved, change it before you file.
Step 2: Pick a registered agent and address
Missouri's form asks for a registered agent and an address. The form says the registered agent's street address may not use a PO Box unless a street address is also provided. So a mailbox alone fails. You need a real street.
Want more on what an agent does? Read about an LLC's registered agent.
Step 3: Prepare your Missouri Articles of Organization
This is the core document. You may use the blank form the Secretary of State's office provides. The form covers what Section 347.039, RSMo requires.
The form asks whether management of the LLC is vested in managers or members. So decide before you file who runs the company day to day.
The form says organizers are not required to be members, managers or owners. Whoever organizes the filing does not have to hold a stake in it. But the form also says all organizers must sign the Articles of Organization.
The form also covers a special case. It says an LLC may establish a designated series in its operating agreement under Section 347.186. If you go that route, the form says each separate series must also file an Attachment Form LLC 1A.
Step 4: File online or on paper and pay the fee
You have two ways to file, and they cost different amounts. Missouri's fee schedule says a domestic limited liability company certificate filed online costs fifty dollars. A certificate filed on paper, domestic or foreign, costs one hundred five dollars.
So filing online costs less.
Payment has its own rules. Missouri's fee schedule says checks sent to the Secretary of State's Office should be made payable to "Secretary of State." Electronic payments with credit cards and echecks incur an additional small convenience fee. That fee is not collected or retained by the State of Missouri, and it includes $5.00 for the Technology fund, where applicable.
To compare Missouri's cost with other states, see the state filing fee for an LLC.
Step 5: Get an EIN and handle your other obligations
Filing with the state is not the end. Missouri's Secretary of State says new businesses have obligations to the Office of Secretary of State and several other state and federal government agencies. The Corporations Division has compiled a list of state agencies new businesses may need to contact. Find that list and work through it.
Learn how to apply for an EIN for an LLC and how the IRS treats an LLC.
If you sell under a name that is not your LLC's name, Missouri has a fix. The Secretary of State says a fictitious name can be registered online through the Business portal, and a fictitious name registration can be renewed online. The fee schedule says fictitious name creation, renewal, correction or amendment costs seven dollars. Cancelling a fictitious name registration has no fee.
Missouri LLC frequently asked questions
Can a foreign LLC do business in Missouri?
Yes, but it must register first. Missouri's Secretary of State says foreign limited liability companies must register with the Secretary of State to conduct business in Missouri. The paper filing fee for a foreign LLC certificate is $105.
Do I need a lawyer to form an LLC in Missouri?
Missouri's own guide says the information in the guide is not a substitute for the advice of a lawyer, tax advisor or other professional. If your situation is complex, get that advice.
Can I reserve a name before I file?
Yes, but watch the limit. Missouri's Secretary of State says after the third sixty-day reservation period expires, the reserving entity may never again reserve that specific name. Three holds is the cap.
Where should I form my LLC?
For the broader question, read about the best place to form an LLC or the general steps to form an LLC.