The state requires every limited liability company (LLC) to file an annual statement of info with the Wisconsin secretary of state’s office. This includes the name of the company, address, registered agent, principal place of business, and date of formation. If you’re a foreign entity, you must file a federal partnership return. And tax returns are due annually. For more information about filing requirements, contact the Wisconsin department of revenue at [email protected].
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The annual report includes information about the company‘s financial condition and performance, including sales revenue, net income, cash flow, assets, liabilities, capital structure, shareholders’ equity, dividends paid, and other key figures. Companies must prepare an annual report when they go public, change ownership, merge into another company, or undergo a significant corporate reorganization.
Filing fees depend on how you submit the forms. Some states charge filing fees, while others don’t. For example, Delaware doesn’t charge a fee, whereas New York charges $1,200. In addition, some states impose additional requirements on certain types of filings. For instance, California requires that companies disclose whether they are subject to any federal securities laws.
Most States Require Companies to File an Annual Report with the State Agency Regulating Them
Many states require publicly traded companies to file an annual statement with the state agency regulating them. These statements usually cover the same topics as the SEC Form 10K, such as the company’s financial condition, performance, and management practices. However, many states add additional items to their annual reports, such as a list of directors and officers and disclosures regarding executive compensation.
In most cases, the state agencies that regulate businesses provide free online access to the required documents. You can find out what type of document is required by contacting the regulatory body.
State Business Tax
Most LLCs are considered “passthrough” entities. This means that they pay no income tax and their profits flow directly to the owner(s). But some states like California, New York and Texas require corporations to file state returns. These states charge an additional corporate tax on companies incorporated within their borders.
State Employer Taxes
In order to form an LLC or S corporation, you must file a Federal Tax Return as either a Corporation or Partnership.
When you hire workers, you will need to withhold and pay them wages, including paying Social Security and Medicare Taxes.
If you have employees, you must submit W4 forms to your employer to determine how much money you should withhold from each paycheck.
Getting in another state besides your home state, you’ll need to file a Statement of Organization there. This document contains basic information about your company such as name, address, and contact information. You’ll also include your Articles of Organization, which are required to establish an LLC.
In addition to filing the documents in the state where you intend to do business, many states require you to obtain an “Authority To Practice Law.” This certificate authorizes you to practice law in that state. Some states even require you to pass a bar exam to receive this certification.
How to File the Annual Report in Wisconsin
A foreign limited liability company (LLC) must file an annual report with the state of Wisconsin. This includes information about the company’s name, address, principal place of business, members, directors, officers, shareholders, managers, and partners. If you are filing the report electronically, it must include a cover letter stating why you want to file the report electronically.
You can request a paper copy from your registered agent. To do so, call the Secretary of State’s office at 800-332-9792. You can also download the form from the Wisconsin Department of Financial Institution’s website.
Additional Wisconsin LLC Fees or Requirements that May Apply
There are many fees and requirements that apply to forming a limited liability company in Wisconsin. Here are some of the most common ones that you may encounter.
1. Annual Report: If you have any members who reside in Wisconsin, you must file an annual report. This includes information about the name of the company, address of the registered agent, names and addresses of each member, and the amount paid into the account.
2. Initial Statement of Organization: If you have any member(s) whose principal place of business or residence is in Wisconsin, you must fill out an initial statement of organization. This form requires basic information such as the name of the company and the type of entity it is (e.g., corporation, partnership).
3. Amendment to Articles of Organization: If you add new members or change the location of your registered office, you must amend your articles of organization. This form asks for information like the name of the company or the name of the person signing the document.
4. Renewal of Registration: If you want to continue doing businesses after the expiration date of the original certificate of formation, you must renew your registration every three years. This form requires basic contact information like the name of your company and the name of the individual filing the documents.
5. Additional Copy of Articles of Organization: If there is a change in membership, you must provide another copy of your articles of organization.
6. Notice of Withdrawal: If you want to dissolve the company before the end of the term, you must file a notice of intention to withdraw. This form requires basic info like the name of the dissolved company and the reason why you want to dissolve it.
Getting a DBA or Trade Name
A Wisconsin business owner needs to obtain a trade name or DBA before starting his or her business. This includes registering the business name with the state, obtaining a federal tax ID number, and filing a fictitious business name statement.
Wisconsin law requires businesses to register their names within 90 days of opening for business. If you are already operating a business, you can file an amendment to the registration form to change the business name. You cannot operate under both a trade name and a corporate name.
If you do not know how to go about getting a trade name or Dba, you can contact the Wisconsin Department of Financial Institutions at 800-342-9889 or online at www.dofi.wi.gov/trade_name.htm.
Changing the Registered Agent
A Registered Agent is an individual or entity representing you before government agencies. If you want to open a checking account, issue stock certificates or sell products or services, you need one. You can register your company name and address information online or fill out a paper form.
A Name Reservation for Your LLC
To reserve a name for your limited liability corporation (LLC), you’ll need to complete Form WIS 020. This form requires a filing fee of $15.00. If you don’t do this, your LLC could lose its legal protection.
You must register the name within 60 days after forming an LLC. Otherwise, the name will automatically expire.
If you are thinking about registering a name that sounds like another existing entity, make sure that you check whether it already exists. Some states require that businesses use different names than those used by similar entities.
In addition to checking whether a name is taken, there are some things you should consider when choosing a name for your LLC. For example, you might want to avoid names that sound too generic or that contain words such as “corporation,” “limited,” or “incorporated.” Also, avoid naming your LLC, which includes the word “company.”
Modifying Some Information About Your LLC
If you want to change the name of your limited liability company, you must file an amendment to your Articles of Organization. You can do this online via IncFile for free. If you choose to use IncFile, it takes about 30 minutes to complete the process.
You can make changes to the following information:
• Phone numbers
• Email addresses
• Website address
• Filing status
• Annual report due date
• Tax ID number
• Registered Agent
• Principal place of business
• Business purpose
• Liability insurance coverage
• Certificate of good standing
• DBA name
• Other names used
The amendments are valid for one year. After that, you must re-amend your documents to keep up with changes in state law.
obtaining a “Certificate of Good Standing.”
An LLC needs to obtain a certificate of good standing from the state of Wisconsin. To do so, it must apply to the Department of Financial Institures (DFI). Once approved, the certificate becomes effective immediately.
The purpose of a certificate of good standing is to show that an entity is registered under the laws of the state of Wisconsin. In addition, it demonstrates that the corporation has complied with all applicable laws and regulations.
To receive a certificate, an LLC must complete an online form, pay $25, and provide certain information about itself. After submitting the form, the LLC receives a confirmation email stating whether the form was successfully processed. If the form is successful, the LLC receives an email PDF copy of the certificate.
Frequently Asked Questions
How much is an LLC in Wisconsin?
Limited liability companies (LLCs), also known as S corporations, are a popular option among small businesses because it allows them to form a legal entity separate from themselves. This structure offers many benefits, including limited personal liability for owners and shareholders, tax advantages, and greater flexibility. However, there are some drawbacks to forming an LLC, such as increased administrative costs and filing fees. In addition, you must pay federal taxes on profits earned during each year of operation. If you plan to use an outside accountant to help manage your LLC, make sure he or she understands how to calculate profit distributions.
Are there penalties for paying my fees late in Wisconsin?
If you fail to pay fees due on time — particularly the Annual Report Fee — you may have to face late fees. But what happens if you miss the deadline to file an annual report? You could lose your limited liability status. And it won’t matter how much money you owe because the state will just shut down your LLC.
In fact, the Department of Financial Institution Services (DFIS) will automatically close your LLC unless you pay the overdue fees within 30 days. Once the DFIS closes your LLC, you’ll no longer have the liability protections associated with being an LLC owner. Instead, you’ll be operating under the same liabilities as a sole proprietor.
James Rourke is a business and legal writer. He has written extensively on subjects such as contract law, company law, and intellectual property. His work has been featured in publications such as The Times, The Guardian, and Forbes. When he’s not writing, James enjoys spending time with his family and playing golf.