How to form an LLC in Nebraska in 5 easy steps
Starting a new Nebraska business is bound to be an exciting and nerve-wracking time in your life. While the idea of being your own boss and showcasing your amazing products and services to new customers is undoubtedly exciting, the, well, business side of starting a new business can be tricky? Where do you even start?
One of the most important parts of starting a new business is choosing your business structure, which basically means how your business functions as a legal and tax entity. For many small business owners, starting an LLC is the perfect fit.
An LLC (or Limited Liability Corporation) is a type of business that limits a business owner’s personal liability over their business. What this means is, in the event of a lawsuit or bankruptcy, your personal assets, like cars, houses, or liquid cash, can’t be seized.
Having an LLC also means that you don’t have to file a separate tax return for your business. Your profits and loss will be filed along with your personal income tax return, which can save you from some of the more stringent tax laws that a corporation faces.
Luckily if you want to start an LLC, the process of LLC formation is pretty straightforward. It just requires attention to detail.
Below, we’ll take you step-by-step through starting your Nebraska LLC!
1) Check if your business name is available
The first thing your business is going to need is a name. You probably won’t get very far if you’re only known around town as “that sandwich shop.” Your company name should reflect what your business is selling, be easy for your company to find, and adhere to the Nebraska state naming guidelines.
Your business name MUST include the term “limited liability company” or its authorized abbreviations (LLC, LC, L.C, L.L.C, LTD).
There should be nothing in your name that could confuse it with a government agency. Sorry, “IRS Records,” you’re going to have to try again.
If your LLC name includes a restricted title (a title that would require licensing, like “Bank” or “Hospital”), you may need to provide documentation that a licensed member of that professional service is one of the LLC members.
If you use a trade name (like Calvin Broadus, Jr. uses Snoop Dogg), you may need to file a DBA. A DBA (or, Doing Business As) identifies that the person behind the trade name isn’t attempting to hide behind an alias and isn’t acting dishonestly. This is to protect consumers from fraud or trickery.
The Nebraska Secretary of State has a business name search you can run your name through to double-check that it is still available. If so, congratulations! You can reserve the name with the Secretary of State with a $30 filing fee for up to 120 days.
While this isn’t a requirement, it’s also a good idea to reserve the domain name as well. Even if your company doesn’t yet have its own website, if you decide to start one in the future, it’s good to know you’ll have the real domain instead of mydomainwastaken57398.com.
2) Find a registered agent
A Nebraska registered agent, or agent for service of process, is a person or entity that is the state’s main point of contact with your business. Your registered agent will receive any legal or government documents that your company receives.
A Nebraska registered agent must be a Nebraska resident with a permanent street address or an authorized business. Any LLC member can act as a registered agent.
Acting as your own registered agent might seem like the most expedient thing to do, but it can have some drawbacks that might make you think twice.
For example, the registered agent must be present at the given address during normal business hours. If you frequently travel for your work or work outside of regular business hours, this can prove virtually impossible, especially if you’re a single-member LLC.
If you act as your own registered agent at your business address, and you do find yourself with a service of process, it can lead to some massive awkwardness, to say the least. Your customers might think twice about using your contracting company if they see you’re about to go to court.
Many businesses use a registered agent service, which will accept any legal or governmental documents at their office address and alert you when you have something that needs to be seen. This option is especially useful for business owners who work from home, since Nebraska requires the address of all registered agents to be published on the State Corporate and Business Search.
3) Write your LLC operating agreement
An operating agreement is an internal document that details the ownership and operations of your business. While they aren’t required in Nebraska, it is still good to have one during your business formation.
If you have multiple members of your LLC, it’s good to have a written record to point back to if any questions arise as to who’s responsible for what, and it can save you some potentially business-ending infighting.
For single-member LLCs in particular, an operating agreement is important to cement your status as an LLC instead of a sole proprietorship—especially if you’re taken to court for any reason and your personal assets could be forfeited.
Some states do require an LLC operating agreement on file, so if you end up setting up a foreign LLC (in this case, in a new state, not a new country), you can save yourself one step. If you don’t want to draft an entire legal document from scratch, there are some great templates online.
4) File your Certificate of Organization
Nebraska is a bit unique in that it doesn't have an official document they use to file a Certificate of Organization. Rather, the business owner drafts their own articles of organization, using Nebraska Revised Statute 21-117 as a template.
According to Statute 21-117, your Certificate of Organization must include:
- The full name of your LLC (with “limited liability corporation” or its accepted abbreviations somewhere in the name)
- The street and mailing address of your office
- The street and mailing address of your registered agent (P.O. Boxes are allowed)
- If your business offers a professional service, like counseling services, you’ll need to state the service and who is licensed to perform it within your company. You may also need to provide business licenses for LLC members.
Once you’ve drafted your Certificate of Organization, you can submit it as a PDF online via eDelivery for $100. If you want to use snail mail, there’s an additional $10 processing fee. You may also be subject to a $5 per page fee for documents longer than a page, so make sure to self-edit before you submit.
Once you’ve submitted your formation documents, state filing can take about 2-3 business days if you filed via eDelivery. If you chose to mail your documents physically, you could be in for a much, much longer wait. Depending on how backed up the Secretary of State’s office is, it can take up to a month to file your documents.
5) Publish a Notice of Organization
After you’ve filed your LLC, you’ll want to get the word out as soon as possible to start getting new customers! In fact, the State of Nebraska’s publication requirement mandates that you get the word out.
Nebraska requires all new LLCs to publish a Notice of Organization for 3 consecutive weeks in a local newspaper near your primary office. A Notice of Organization is essentially an ad to let the general public know the name of your business, where it’s located, and what products or services you sell.
Just posting to your cousin’s blog for three weeks won’t cut it either. The newspaper you publish in must have at least 300 subscribed readers, publish at least once every week, and have been publishing for 52 consecutive weeks, and print the paper in the same county where the newspaper office is located.
Once your Notice of Organization has been up for the requisite 3 weeks, the newspaper will give you a Proof of Publication affidavit you can file with the Nebraska Secretary of State, and your LLC will officially be off and running.
Get LLC insurance in minutes by following these steps
Now that your LLC is up and running, keep it safe by getting LLC insurance with Huckleberry! Here’s how to get started.
- Head over to Huckleberry.com and hit the “Instant Estimate” button on the homepage.
- Enter your industry to see the specific coverages Huckleberry can offer.
- Answer a few questions about yourself and your business to make sure we have the perfect coverage for you.
- Huckleberry will have a quote ready for you in less than five minutes with the coverage you need to keep your business safe and compliant.
- Still not convinced? Our quick rate estimator can get you a ballpark figure of what you’d pay for small business insurance.
When you start an LLC, you may be taking on just as many risks as rewards. Disaster can strike when you least expect it and bring with it untold stress and heartache.
That’s why Huckleberry is here to help you get the best small business insurance coverage at the lowest rates possible. From worker’s comp coverage to liability protection, Huckleberry gets you the quality coverage you need as quickly and easily as possible.
Visit Huckleberry.com today for your free quote, and get back to running your new business.