What does it take to form a Limited Liability Company in the State of Missouri and do you need an attorney to incorporate your business. To answer the question, no, technically you do not need to hire an attorney to form a Limited Liability Company. That being said, hiring an attorney to form your Limited Liability Company and assure you and your company are legally protected may be worth the money. You may also be surprised how little it costs to hire an attorney to incorporate your business. At Howard Law we provide a flat fee rate for business incorporation, a corporate book and consultations to discuss your needs and determine if a Limited Liability Company is in your best interest. Now, on to the reason you clicked on this article in the first place; how to start an Limited Liability Company in the State of Missouri.

Prior to Filing

You have the business idea and have more than likely determined what you’d like to name your company. First thing you need to do is check with the Missouri Secretary of State to assure the name you’ve chosen is available. Each company needs a distinct name and must also follow with “Limited Liability Company,” “L.L.C.” or “LLC.” If another business already has the name you had planned on naming your company, then it’s time to start thinking up a new name. You can check for existing business names in the State of Missouri here.

Example: Joe’s Shoe Mart, Limited Liability Company, Joe’s Shoe Mart, L.L.C. or Joe’s Shoe Mart, LLC.

On an unrelated note, you should probably check to see if the name of your soon to be company has an available web address; www.joesshoemart.com.

Aside from needing a unique business name for the State of Missouri, you need to assure the name of your new company isn’t trademarked. The United States Patent and Trademark Office provides a searchable database through the Trademark Electronic Search System (TESS). Trademarked names can be searched on the Database here.

Articles of Organization

After you’ve decided a name, that isn’t be used by another company, you need fill out and file your articles of organization with the Missouri Secretary of State. The Missouri Limited Liability Act, Section 347.039, sets forth the information required to file your articles of organization. The articles of organization ask for the business name, purpose of the business, name of your registered agent, management type, how long the company will be in existence, name of the organizers and the effective date of the company. The majority of the form is self-explanatory, but keep in mind every Limited Liability Company needs a registered agent with a physical address in the State of Missouri.

To form a basic Limited Liability Company, you can ignore Paragraph 7 Series LLC. A series limited liability company is an extension of the basic limited liability company, and an entirely different animal altogether. The filing fee for a Limited Liability Company by paper is $105.00 and filing online is only $50.00. You can find the Missouri Articles of Organization Form here.

Employer Identification Number

If you plan on opening a business bank account, file your federal and state taxes (which is always advisable) or hire employees, you will need to apply for an Employer Identification Number (EIN). You can apply for the EIN on the IRS website and it’s a simple click through process. You can begin the process of obtaining an EIN here.

Technically, at this point, you are done. That is everything you need to do to officially start your Limited Liability Company in the State of Missouri. It is highly advisable you also create an operating agreement for your Limited Liability Company. In some instances, a bank is going to want to see your company’s operating agreement in addition to your EIN before allowing you to open an account.

Operating Agreement

The operating agreement determines how your Limited Liability Company will run. If you do not have an operating agreement, your company will be governed in accordance with Missouri State Laws and the Missouri Limited Liability Company Act.

An operating agreement discusses the company’s organization, management and voting rights, capital contributions, distributions, membership changes and dissolution. Some states require your company to have an operating agreement, but the State of Missouri is not one of them.

If you have partners in your company (a multi-member Limited Liability Company) an operating agreement will help avoid misunderstandings and provide specific expectations of what is required from each partner. If you’re the sole member of the Limited Liability Company, it brings credibility to your company and also ensures the courts will uphold the limited liability status of your company.

You can find examples of operating agreements all over the internet, but using a template form to protect your company is not the best idea. Your business isn’t like everyone else’s, so why should your company’s governing documents me like everyone else’s?

Hiring Howard Law to help form your Limited Liability Company will assure you comply with Missouri State and Federal regulations as well as bring you piece of mind knowing you're protected. Contact Howard Law at (314) 325-9868 for effective and affordable legal guidance.

About The Author

Evan M. Howard is the managing attorney for Howard Law, a St. Louis business law and criminal defense law firm based in Clayton, Missouri. Howard Law is focused on giving honest, quick and effective representation to all of its clients. With a background in business and experience dealing with tough criminal prosecution cases, Howard Law is ready to help guide you through your legal matter.

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