Forming a new limited liability company (LLC) in any state can be a daunting task. You need to choose a business name, designate a registered agent, draft and file the certificate of organization, and more.
In some states, there’s another step on top of all the usual ones, which is publishing proof of your LLC’s formation in reputable local newspapers.
Nebraska is one of just three states that still has this requirement — New York and Arizona are the others — and it’s a vital part of forming your LLC, because there are some potentially harsh penalties for failing to complete it.
That’s why we decided to put together this guide, which will break down everything you need to know in order to successfully complete Nebraska’s publication requirement. Let’s get started!
What Is the Nebraska Publication Requirement?
When you open an LLC in Nebraska, the state requires that you publish proof of your business formation in a newspaper in general circulation. The requirements for your advertisement include the name of your LLC, the name and street address of your registered agent, the physical address of your primary business location, and which (if any) professional service your business provides.
The paper must be located near your LLC’s main office, and you need to run the ad for at least three weeks. Once the three weeks are up, the newspaper will provide you with a proof of publication form, which you can then submit to the Nebraska Secretary of State.
Filing the form with the state is quite inexpensive, especially compared to New York and Arizona, the other two states that require publication. In Nebraska, there is a $10 fee by mail and a $12 fee for online filing, and both options also add on a $5 per page fee.
The reason so few states have this requirement today is that it’s quite antiquated. Many years ago, newspapers were the only reliable source of information regarding new businesses in any jurisdiction, so it made sense to require that new companies advertise proof of their formations. Most states have gotten rid of this requirement over the years, but in Nebraska, the publication requirement persists.
What Happens if I Don’t Complete the Publication Requirement?
Oddly enough, the penalties for failing to complete the publication requirement are quite vague. The Nebraska Secretary of State does not typically enforce the publication requirement, but the Nebraska Statutes indicate that the LLC’s business transactions are invalid unless they have completed the publication requirement.
This means that your company could lose its corporate veil, which would shift liability from the business entity itself to its owners. In addition, the business may not be able to acquire a certificate of good standing, which could hinder your ability to transact business with new partners or vendors.
While it may not be immediately obvious how the state will penalize your LLC if they find out that you have not complied with this step, it’s certainly not worth the risk to skip it.
Can I Hire a Service to Handle My Publication Requirement?
While there are a lot of good LLC formation services, there aren’t very many online business service providers that offer Nebraska publication service at all. We typically recommend BizFilings for publication service, but in a bizarre turn of events, we discovered that Nebraska is the one and only state BizFilings does not offer this service in.
With this in mind, we were only able to track down one company that offers publication service in this state, although we have never used their services ourselves. If you’re dead set against taking care of this step yourself, the only company we’re aware of that even offers this service is HUBCO. Their rate for this service is a reasonable $90.
It’s not terribly clear how your LLC will be penalized if you fail to complete Nebraska’s publication requirement, but that doesn’t mean it’s any less important. Trust us when we say this isn’t a risk worth taking, especially considering how inexpensive LLC publication is in this state.
Hopefully, Nebraska will follow most of the rest of the country in getting rid of this requirement in the near future, but for now it’s still an important part of the formation process in this state.