Start Your Nebraska LLC

Quick facts about forming a Nebraska LLC

Item	Details
State filing fee (online)	$100
Online filing service fee	$3
Paper filing fee	$110 (by mail or in person)
Processing Time	Varies; online filings currently take about a week to review, and mailed filings take longer
Publication Requirement	Yes, a notice of organization once a week for three successive weeks in a legal newspaper in the county of your designated office
Biennial Report Fee	$25 online or $30 by mail, due January 1 to April 1 of odd-numbered years
Registered Agent Required	Yes, with a street address in Nebraska
State Franchise Tax	None for LLCs
Business License	No statewide business license, but local licensing may be required
Managing Authority	Nebraska Secretary of State

How to start an LLC in Nebraska in 6 steps

It can feel daunting to form an LLC in Nebraska, but it doesn’t have to be stressful or complicated. It’s far easier to get set up and operating when you have the right knowledge from the start. With information and support, you can get your LLC off the ground quickly, so you can start finding customers and building your business. Being in Nebraska is a good thing, too, because it’s a state that’s pretty friendly to businesses. It has a reasonable level of regulation and a realistic tax structure that can work for your LLC.

The state doesn’t have a general Nebraska business license requirement, so you don’t need to file for a state business license when forming your LLC, though local licenses and permits may carry fees. The state offers a business portal that can help you get answers to your questions and makes it easier to access and file all the forms you’ll need. You can find the right name for your new company and work your way down through the list of steps you need to take to make sure everything’s in order before you work with your first customer.

Being in compliance with Nebraska business requirements is extremely important. Before you start applying for any needed permits or other regulatory concerns, though, you have to actually form your LLC and get it registered with the state. Nebraska is not the least-expensive state for LLC formation, but it’s definitely one of the most reasonable and realistic when it comes to setting up your company there. Its business-friendly nature makes it a good place to get started on your LLC adventure, and you may qualify for Nebraska small business grants.

Six main steps are required to form your Nebraska LLC:

1. Name your Nebraska LLC
2. Choose your registered agent
3. File a certificate of organization
4. Publish a notice of organization
5. Create an operating agreement 
6. Apply for an EIN

Here’s a detailed explanation to walk you through each step, so you can form your Nebraska LLC with confidence.

Step 1: Name your Nebraska LLC

What do you plan to call your new company? Deciding on a name is the first step toward getting everything registered and operational. You should choose a name that’s easy for customers to find and spell. Also consider how that name’s going to look in a URL, because running words together can have unintended consequences. It could even make your website name appear inappropriate, completely by accident. There are some specifics for a name in Nebraska, as well, including:

• Your LLC’s name must include “limited liability company,” “limited company,” or an abbreviation such as LLC, L.L.C., LC or L.C.
• Your LLC’s name must be distinguishable from other business names on file with the Secretary of State
• Names suggesting a regulated profession, such as banking, may need extra approval

You can do a Nebraska entity search on the Secretary of State website to see if someone is already using the name you want for your company or see the status of any names you’re interested in. To formally check on the availability of a name for your use, though, you’ll need to submit a written request to the Secretary of State’s office. You can do this by e-mail at [email protected], through fax at (402) 471-3666, or by mail by sending your request to:

P.O. Box 94608
Lincoln, NE 68509-4608

You can reserve a name for 120 days for $30. If you want to operate under a different name, you can register a Nebraska trade name (DBA).

Step 2: Choose a registered agent

The second step in forming your LLC and getting it up and running is choosing your Nebraska registered agent. All 50 states have this requirement, and it’s not something you can avoid. A registered agent is sometimes called a “resident agent” or a similar term. Nebraska uses the standard term of registered agent, which helps reduce confusion. There are three main requirements for a registered agent, which are:

1. Acting as the point of contact for your LLC when it comes to legal documents, lawsuit notices, tax forms, and any type of government correspondence
2. Being a Nebraska resident, or a business authorized to do business in Nebraska, with a street address in the state
3. Being (optionally) someone who’s already part of the LLC, which includes you

You have the option to choose a registered agent on your own, but you can also choose to use our registered agent services. If you have a lot of travel plans, you don’t work traditional hours, or you have other reasons you might not be readily available, using a registered agent service can give you peace of mind. It’ll be one less thing to worry about, and you’ll still get all the information you need to handle any concerns that come up for your LLC. You just won’t be the initial contact point for receiving paperwork. Professional registered agent services generally cost $50–$300 per year. Tailor Brands’ registered agent service is $199 per year.

Step 3: File a certificate of organization

The next step to setting up your LLC is filing a Certificate of Organization with the Nebraska Secretary of State, Business Services Division. It can be filed online through the eDelivery option, by mail, or in person. You can choose whichever option is more convenient for you. If time is a factor, filing online may be the best choice.

State fees

The Nebraska LLC cost if you’re filing online is $100, plus a $3 online filing service fee ($103 total).

It costs $110 to file by mail or in person.

After your LLC is registered and active, you will need to stay compliant and file a Nebraska biennial report every odd-numbered year between January 1 and April 1 ($25 online, $30 by mail). 

Requirements

The Secretary of State provides a Certificate of Organization form, or you can draft your own certificate of organization as long as it complies with Nebraska’s requirements for LLCs. To make sure you’re in compliance, follow Nebraska Statute 21-117. It must list your LLC’s name, the street and mailing addresses of your designated office, and your registered agent’s name and address. If you use a template created by someone else, make sure it’s actually in compliance with state laws.

How to file

To file your certificate of organization by mail, send it to the Secretary of State at:

P.O. Box 94608
Lincoln, NE 68509

You can also upload it through the eDelivery portal or file in person at 1201 N Street, Suite 120, Lincoln. Filing online can be the easiest way to get your certificate of organization approved faster. Mail-in certificates often take longer to process.

Step 4: Publish a notice of organization

After you file your Certificate of Organization, Nebraska requires your LLC to publish a notice of organization once a week for three successive weeks in a legal newspaper of general circulation in the county of your LLC’s designated office. The notice includes your LLC’s name, designated office address and registered agent. Newspapers typically charge about $40–$250, depending on the county.

After the notice runs, the newspaper gives you an affidavit (proof of publication), which you file with the Secretary of State for $25 online or $30 by mail.

Step 5: Create an operating agreement

The next thing you’ll want to do is create an operating agreement. Since there are no specific requirements for what these agreements involve, you can make up your own. Just make sure it gives the details you want to provide and all the specific information you and anyone else who is a party to it should include. If the operating agreement doesn’t detail anything or protect the LLC’s members in any way, there’s really not a lot of point in having it.

Is an operating agreement a must?

Nebraska doesn’t require a written Nebraska LLC operating agreement, and you don’t file one with the state. Under Neb. Rev. Stat. 21-102, an operating agreement can be oral, implied, in writing or a combination. Where it’s silent, Nebraska’s LLC Act default rules apply. A written agreement is strongly recommended, since it helps you keep everything in writing and reduces any chance of confusion. An operating agreement outlines the operating procedures and ownership of an LLC. This helps make sure that all the owners of the business are on the same page and lowers the risk of conflict in the future. 

If you’re a single-member LLC and it’s just you operating everything, an operating agreement isn’t as important. But if you’re a multi-member LLC, it’s vital that you make sure you’re getting a strong agreement that works for all the company’s members. That way, you have something in writing that can be used if disputes arise. You can also provide quality information to anyone who wants to know about your LLC or who you may be thinking of bringing into the company as a member or partner.

If you do decide to create an operating agreement, make sure to include things like ownership structure, management issues, and voting rights. Those all matter, and they’re big areas that could become sticking points if there are future disagreements between members. You may also want to address what happens if a member passes away or wants to leave, whether there are buy-out opportunities for members to sell their part of the LLC to someone else, who you would then have to work with, and how the members would dissolve the LLC if they decide to close it.

Step 6: Apply for an EIN

You need an EIN if your LLC has employees or more than one member, or if it elects to be taxed as a corporation. A single-member LLC with no employees can usually use the owner’s Social Security number, but most banks ask for an EIN. An EIN (employer identification number) is nine digits long, and the IRS assigns it to you for free. It’s very much like a Social Security number for a business. You will also use your EIN to open a bank account and file and manage federal and state taxes.

Getting your EIN is one of the services we provide, so you don’t have to handle it by yourself. If you’re concerned about it or you have questions, we’re here to help with all of that. You can also file for an EIN on your own, and it’s not going to cost you anything to do that. It’s easy for most LLCs to get, and you can choose to get your EIN online or by mail. Choose the option that’s more convenient for your needs. Just remember that getting your EIN by mail could take longer, and online options are usually faster.

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