New Jersey LLC Formation Basics & Helpful Information

General Overview of the New Jersey LLC

This article is meant to be a general overview of the New Jersey LLC formation process and other basic issues related to LLCs.

Form an LLC in New Jersey

You can use this checklist to help guide you through the process of forming a New Jersey LLC:

Step 1: Decide on a Business Name

One of the first things a business owner does is select a name. If you are going to create an LLC in New Jersey, you will need to make sure the name is available. You can check the availability of a name via the New Jersey Name Availability Search.

See all New Jersey LLC naming requirements →

You also can reserve a name by filing a name reservation form along with the required fee of $50. If the name is determined to be available, its use will be exclusively reserved for 120 days. Reserving a name prevents someone else from taking your name while you get formation documents and other paperwork prepared for filing.

It is also highly recommended that you check the US Patent and Trademark Office to see if someone has a federal trademark of the business name you want (New Jersey will not check other state’s databases or the federal trademark database). You can click here to have a comprehensive name availability search performed for you.

New Jersey Alternate Names

If you are doing business under a name that is not the same as the LLC’s name, you’ll need to register an alternate name. The fee is $50.00 per alternate name. The registration of the alternate name will be effective for five years and may be renewed for five-year periods.

See more on New Jersey Alternate Names →

Step 2: Register your LLC with the State

New Jersey Certificate of Business Formation

The Certificate of Business Formation is what creates the LLC. This document is filed online.

See more on filing certificates of business formation →

New Jersey Registered Agent Information

New Jersey LLCs must have a registered agent in the state of New Jersey to receive official documentation and governmental communications. The registered agent can be a member of the LLC, or a trusted third party who resides in New Jersey. The name and physical address of the registered agent must be included in the LLC’s Certificate of Business Formation.

What is a Registered Agent? →

Step 3: Create and Sign the LLC’s Governing Document

The governing document for an LLC is called the “company agreement” or sometimes the “operating agreement”. The company agreement is to an LLC like a partnership agreement is to a partnership (or bylaws to a corporation). The company agreement governs the internal operation of the LLC and is typically a private document that is kept in the company book and the principal place of business (it is NOT filed with the state). The company agreement can address many issues, some of the more common concepts found within a company agreement are:

• Limitations on the members liabilities
• The level of consent needed to take various actions (i.e. simple majority required to add new members)
• The percentage of the LLC that each member owns
• How profits and losses are allocated between the members (typically based on ownership percentages)
• Limitations on transferability
• What each member is contributing to the LLC and what happens is such contributions are not made.
• The authority of the members, officers, managers, committees, etc.
• How meeting are conducted

One of the reasons we recommend using an LLC formation company like IncFile is that they can provide you with a company agreement in connection with their New Jersey LLC formation services.

Step 4: Get an EIN

After you form a New Jersey LLC, you can get the EIN. There are a few different ways to get an EIN:

1. Apply Online Yourself: The IRS has an online EIN Application you can use to get an EIN. The turn around time on the EIN using this method is only a few minutes.
2. Use Form SS-4: You can get an EIN the old fashion way by completing Form SS-4 and mailing or faxing into the IRS. How long does it take to get the EIN this way? According to the IRS: if you mail in Form SS-4, it will take 4-5 weeks to get your EIN. If you fax in Form SS-4 you should have the EIN back in a week if you provide a fax number or 2 weeks if you don’t have a fax number.
3. Have a Third-Party Obtain: All of the LLC formation companies have the ability to get the EIN for you. The EIN obtainment charge varies by company, but it is generally between $50 and $100. If you get one of the higher priced packages, they will sometimes throw in the EIN for free.

Does my LLC Need an EIN? →

Step 5: Get Licenses and Permits

After you create your new New Jersey LLC, you’ll need to determine if your business/profession requires any license or permits to conduct business.

Read more about New Jersey business licenses →

Registering a Foreign LLC in New Jersey

If you have a non-New Jersey LLC (aka Foreign LLC) and you are doing business in New Jersey, you may need to register the Foreign LLC in New Jersey. Each state has a different definition of “doing business”. In New Jersey, the kinds of activities that would not constitute “doing business” are outlined in the New Jersey Statutes Annotated, Section 42:2C-59.

The filing fee is $125.