02.06.2025

The process of setting up an LLC in the USA: 5 key steps

If you have decided to form a limited liability company (LLC) in the United States, it is important to understand all the steps of the process. Below we will go through in detail how to register an LLC, what documents to work with and what to pay attention to.

1. Choosing a state for LLC registration

The first step is to determine in which state you will register the LLC.

This choice depends on several factors:

  • The principal place of business - it is usually more advantageous to register an LLC where the company will operate.
  • Tax conditions - some states (such as Delaware, Wyoming or Nevada) offer tax incentives and simplified requirements.
  • Legal and licensing requirements - certain states may have special conditions for certain types of activities.

Legal advice can help you choose the best option for your business.

2. Preparing the necessary data

After selecting a state, you need to gather basic information about the company.

For example, registering an LLC in Florida will require:

  • The name of the LLC
  • The address of the principal office
  • Registered Agent information
  • Location of the registered office
  • A list of the members or managers of the LLC
  • Indication of who manages the LLC - members or appointed managers.

Our team of lawyers will help you to properly execute all documents.

3. Preparation of articles of organization (Articles of Organization)

Articles of Organization is the main document that is filed to incorporate an LLC.

In Florida, it must contain:

  • The name of the LLC
  • Legal address
  • The mailing address of the principal office
  • Consent of registered agent.

Although the law requires the minimum data, in some cases it is worth adding additional provisions (e.g., the powers of certain persons in the LLC).

4. Filing with State Agencies

Articles of Organization are filed with the Florida Department of State, Division of Corporations (DOC).

You can do this:

  • online
  • by mail
  • in person
  • by fax.

The fee is $125.

What happens after submission?

✅ Approval of Application

  • DOC verifies documents and sends confirmation with LLC number and registration date.
  • Information is published on sunbiz.org.

❌ Denial of Registration

  • If there are errors in the documents, the DOC will point them out.
  • You can correct the inaccuracies and reapply or withdraw the application with a refund of the state fee.
Additional steps after registration

Held the first meeting of participants

Although not required, it is recommended that you discuss:

  • the LLC's fiscal year
  • opening of bank accounts
  • employment contracts and other important matters.

It is also a good idea to keep a Corporate Book where key documents will be kept.

Create an Operating Agreement

This is the internal contract that governs the operation of the LLC.

Although it is not required in Florida, having one helps to:

  • avoid disputes between members
  • clearly define the distribution of profits
  • define how the company is to be managed.

The document may set forth:

  • governance structure
  • voting rules
  • conditions for entry of new members
  • the procedure for liquidation of the LLC.

5. Designation of Registered Agent

Every LLC must have a Registered Agent - a person or entity that receives official documents from the state.

  • The agent must have an address in the state of incorporation.
  • It can be changed by filing the appropriate paperwork with the DOC.

Important: Beneficial Ownership Report (BOIR)

Starting January 1, 2024, all LLCs must file a beneficial ownership report (the person who owns or controls the company) with FinCEN.

**What must be included in the report.

  • The name, date of birth, and address of the beneficiary
  • SSN or other identification number
  • a copy of the identification document.

Filing deadlines:

  • New LLCs (after 01/01/2024) - within 90 days of incorporation.
  • Data changes - within 30 days.
  • Companies incorporated before 12/31/2023 must file a report by January 1.

The penalties for non-compliance: are significant, so it is important to comply.

Setting up an LLC in the USA requires attention to detail. The right choice of state, competent execution of documents and compliance with reporting will help to avoid problems.

If you need help in LLC registration, our lawyers are ready to accompany you at all stages. Want to open an LLC in the USA? Leave a request and we will help you with registration!

This article is intended for informational purposes only and does not constitute legal advice. It should not be relied upon as a substitute for advice from qualified legal counsel familiar with your specific circumstances. No attorney-client relationship is created by the provision of this information.