Nicolas C. Oehler
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✉️ nicoehler13@gmail.com
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How to Start a Company in Ohio: A Step-by-Step Guide to Forming an LLC
Starting a company in Ohio is an exciting step for entrepreneurs, professionals, and investors alike. One of the most popular and flexible business structures is the limited liability company (LLC). An Ohio LLC offers liability protection, tax flexibility, and relatively simple compliance requirements compared to corporations. Understanding the correct steps to form and properly organize an LLC is critical to protecting the business and its owners from day one.
Below is a comprehensive guide to starting an LLC in Ohio, from filing formation documents to handling key post-formation tasks.
Step 1: Choose a Name for Your Ohio LLC
The first step in starting an Ohio LLC is selecting a legally compliant business name. The name must be distinguishable from existing entities on file with the Ohio Secretary of State and must include “Limited Liability Company,” “LLC,” or “L.L.C.” A name availability search can be conducted through the Ohio Secretary of State’s business database.
If the desired name is not yet ready for filing, Ohio allows name reservations for a limited period, though this is optional.
Step 2: File Articles of Organization with the Ohio Secretary of State
An Ohio LLC is officially formed by filing Articles of Organization with the Ohio Secretary of State. This filing can be completed online or by mail and requires basic information, including, but not limited to:
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Effective date (if delayed)
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The purpose (which is optional)
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Name and address of the statutory agent
As of now, the state filing fee is relatively modest compared to many other states, making Ohio an attractive place to start a business. Once accepted, the Secretary of State issues confirmation, and the LLC legally exists.
Step 3: Appoint a Statutory Agent
Every Ohio LLC must maintain a statutory agent (sometimes called a registered agent). The agent is responsible for receiving legal documents, service of process, and official state correspondence. The agent must have a physical address in Ohio and be available during normal business hours.
Failing to maintain a valid statutory agent can result in missed legal notices or administrative dissolution.
Step 4: Obtain an Employer Identification Number (EIN)
After formation, most LLCs should obtain an Employer Identification Number (EIN) from the Internal Revenue Service. Even single-member LLCs often need an EIN to open a business bank account, hire employees, or elect certain tax treatments.
An EIN can be obtained online directly from the IRS at no cost. This number functions like a Social Security number for the business and is used for federal tax and reporting purposes.
Step 5: Draft an Operating Agreement
Although Ohio law does not require an LLC to have a written operating agreement, having one is strongly recommended. An Operating Agreement governs the internal operations of the LLC and outlines:
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Ownership percentages
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Voting rights
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Profit and loss allocation
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Management structure
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Procedures for adding or removing members
For single-member LLCs, an operating agreement helps reinforce the separation between the owner and the business, which is important for liability protection. For multi-member LLCs, it is essential to prevent disputes and clarify expectations.
Step 6: Adopt Initial Resolutions or Written Consents
Many Ohio LLCs also adopt initial resolutions or written consents after formation. These documents formally authorize important actions, such as:
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Approving the operating agreement
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Authorizing the opening of bank accounts
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Approving tax elections
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Appointing managers or officers, if applicable
While often overlooked, resolutions help establish clear authority and create a paper trail showing that the LLC is being operated as a separate legal entity.
Step 7: Open a Business Bank Account
Opening a dedicated business bank account is a critical step for any Ohio LLC. Mixing personal and business funds (commingling) can undermine liability protection. Most banks will require:
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Filed Articles of Organization
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EIN confirmation letter
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Operating agreement or resolutions
Maintaining separate financial accounts helps preserve the LLC’s limited liability status and simplifies accounting and tax reporting.
Step 8: Register for Ohio Taxes and Licenses
Depending on the nature of the business, additional registrations may be required. This can include:
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Local city or county licenses
Certain professions and industries may also require state-level licenses or permits.
Step 9: Ongoing Compliance and Good Standing
After formation, Ohio LLCs must maintain good standing by keeping statutory agent information current and complying with applicable tax and regulatory requirements. While Ohio does not require annual reports for most LLCs, changes to the business structure, ownership, or agent should be properly documented and filed when required.
Final Thoughts
Starting an LLC in Ohio involves more than just filing paperwork. Proper formation, documentation, and post-formation steps help protect owners, establish credibility, and reduce legal risk. From Articles of Organization to operating agreements and resolutions, each step plays an important role in building a solid legal foundation for a new business.
For business owners seeking long-term stability and compliance, understanding these steps, or working with legal counsel familiar with Ohio business law, can make a significant difference.
Nicolas C. Oehler is an experienced Ohio lawyer in Union County, Madison County, Franklin County, Marysville, Dublin, Plain City, and London, Ohio. He shares insights on business law, corporate law, real estate law, construction law, estate planning, probate, and litigation. For further questions, comments, or guidance on these topics, feel free to reach out at the information provided in the header or footer.
Disclaimer: This post is for general informational purposes only and does not constitute legal advice. Reading this article does not create an attorney-client relationship. Every situation is unique, and you should consult with qualified legal counsel before making decisions regarding your specific business or legal matter.
