You have a big idea, truckloads of ambition, dreams of a thriving Washington LLC, and you’re mentally prepared to make it happen. But the Chinese philosopher Lao Tzu once said, “a journey of a thousand miles begins with a single step,” and for you, that first step is filing the Certificate of Formation.
With such grand plans, the last thing you might want to do is file paperwork, but completing the Certificate of Formation is what authenticates your LLC, making it official in Washington. It’s perhaps the most important step in starting your Washington LLC. Following this guide will help take the tedium out of paperwork and get your business started quickly.
But before you dive into the Certificate of Formation, you should have a few pieces of information ready to help streamline the process.
Quick Note: If you’d like to have an online service file the Certificate of Formation for you or simply need to save time, hire an LLC formation service. Two popular options are LegalZoom and ZenBusiness.
Choosing an LLC Name
Before anything else, you will need to decide on an LLC name. You must include a business name on your Certificate of Formation, and if the Secretary of State deems that name unacceptable or unavailable, the document will be rejected, so make sure you nail down a good name right away.
Be sure to choose a name that adheres to Washington’s business name requirements. According to the Washington Revised Code, Section 23.95.305, this means that it “must contain the words ‘limited liability company,’ the words ‘limited liability co.’ or the abbreviation ‘L.L.C.’ or ‘LLC,” and not use designators for other business types, like “Cooperative,” “partnership,” “corporation,” “incorporated,” or any abbreviation thereof.
Finally, your name should be unique and distinguishable among all other businesses on record in Washington. Don’t know if someone’s already using your name? Search for it with the Secretary of State’s Corporation Search tool to see if anyone beat you to it.
Once you’ve found your perfect name, include it on your Certificate of Formation to automatically register it. In the event that you’re not quite ready to file an LLC, you can place a 180-day hold on your name by submitting a name reservation request.
Choosing a Washington Registered Agent
A registered agent is your LLC’s liaison to the state, the mediator who takes care of all your important legal, tax, and compliance documents, keeping your business in good standing. Have an agent lined up before you file the Certificate of Formation. You’re required to include their information on the application, including a signature from the agent, consenting to the appointment.
Don’t list an agent on your Certificate of Formation, though, without confirming that they are a Washington resident with a physical address in the state (no P.O. boxes) or a company that’s been authorized to do business in Washington. If you list an invalid registered agent, your document will be rejected.
Your registered agent can be either an individual or a business entity like a registered agent service, as long as they adhere to the guidelines above.
Quick Note: If your first choice doesn’t work out, don’t worry. You can always change your registered agent in the future.
Preparing to File Your Washington Certificate of Formation
Now for the main event: the Certificate of Formation. Here’s your opportunity to get your LLC officially on record and authorized to conduct business in Washington.
Considering the Certificate of Formation’s weight and importance, it’s surprisingly particularly long or complicated. Collect all the necessary information beforehand and you’ll fly right through it. Here’s what you’ll need:
- UBI Number (if applicable)
- LLC name
- Name Reservation Number (if applicable)
- Period of Duration (perpetual or expiration date)
- LLC Effective Date (can be up to 90 days following the filing)
- Registered agent name, phone number, email address, street address, mailing address, and signature
- Principal Office Address
- Mailing Address (optional)
- LLC phone number and email address (optional)
- Return address for the filing (optional)
- Executor name, address, and signature
Get that checkbook or credit card ready, because the Certificate of Formation costs $180 for a hard copy and $200 for online processing.
Filing online might be slightly more expensive, but it’s also faster. Online forms are processed in 3-5 days compared to two weeks for hard copy submissions. You can expedite hard copy filings by paying an additional $50 fee and writing “expedite” on the envelope. This will turn around mailed forms in two days and hand-delivered forms in one.
There are two filing options for the Certificate of Formation: online and on using a hard copy, and they both have their own benefits.
This is the quicker and, quite frankly, easier option. Just create an account with the Washington Corporations Filing System, then choose the appropriate form and follow the instructions. At $200, it’s just a little more expensive, but the additional $20 is well worth the expediency and ease.
Hard Copy Filing
A paper application, however, is just as effective and still pretty simple. When you’re finished with the form, include your $180 payment and mail or hand-deliver it to:
Secretary of State
801 Capitol Way S
P.O. Box 40234
Olympia WA 98504-0234
Once your Certificate of Formation has been processed, take a second to celebrate, because your LLC is officially on the record in Washington.
What About Foreign LLCs?
The process outlined above works for domestic LLCs (those formed in Washington), but if your business is expanding to Washington from another state, you won’t need to file the Certificate of Formation.
Rather, your LLC will need to foreign qualify by filing a Foreign Entity Registration either online or with a hard copy. Don’t try to start doing business in Washington without first foreign qualifying, or you could run into some severe fines and penalties.
But once you’ve successfully filed your Foreign Entity Registration, your LLC has the authority to begin doing business in the state.
Want Help Filing Your Certificate of Formation?
Let’s be honest: you’ve got a lot on your plate. Filing paperwork can take time away from your other tasks, ones more focused on setting your budding LLC up for success.
The good news is that you don’t need to file the Certificate of Formation yourself. But if an attorney is out of your price range, hiring an LLC creation service is a great option.
There’s no shortage of business incorporation services out there, but not all of them are equal. Each one offers different packages, costs, and processing times, so it’s important to find the right fit for your LLC.
While each service has optional upgrades and perks packages, on the most basic level, they will review your business information, prepare your formation documents, and submit them to the Washington Secretary of State. They will complete everything outlined in this guide and notify you when your Certificate of Formation has been filed. You won’t have to lift a finger.
There are other benefits too. Some services will include a year of free registered agent service when you hire them. Other services offer order tracking, notifications on future documents (like Annual Reports), assistance drafting your operating agreement, or coverage of certain LLC formation costs.
Which is the Best LLC Service?
All you need to do now is research every service extensively and make side-by-side comparisons for each option. Easy, right? Just kidding – we did all of that for you.
And from our meticulous research of reviewing and ranking the top LLC services, we’ve drawn the conclusion that IncFile and Northwest are your best overall options.
They might not have the brand recognition of LegalZoom, the industry giant, but both have amazing customer support, affordable prices, and include a year of registered agent service.