How to Start an LLC in Washington

How to Start an LLC in Washington

How to Start an LLC in Washington

Forming a Washington LLC means filing a Certificate of Formation with the Secretary of State, appointing a registered agent, and getting a state business license before you take your first paying customer. None of it is complicated, but the steps have to happen in the right order or you'll end up refiling paperwork. This guide walks through the exact filings, fees, and deadlines you'll hit when you start an LLC in Washington, using the current fee schedule from the Secretary of State's Corporations and Charities Division and the Department of Revenue.

What You'll Need Before You File

Gather these before you sit down at the Corporations and Charities Filing System (CCFS), because the online form doesn't save partial sessions well:

  • A compliant LLC name. Under RCW 23.95.305, the name must include "Limited Liability Company," "Limited Liability Co.," "L.L.C.," or "LLC," be distinguishable from every other name on file with the Secretary of State, and skip restricted words like bank, banking, banker, trust, or cooperative.
  • A registered agent with a Washington street address. PO boxes and private mailbox addresses don't qualify. The agent needs to consent to serve and provide an email address.
  • Your business purpose and principal office address.
  • Names and addresses of the LLC's governors (members or managers, depending on how you structure it).
  • A payment method for the $180 filing fee (plus $100 if you want expedited processing).
  • An EIN from the IRS, which you can get for free at irs.gov once your LLC is approved (you'll need it to open a business bank account).

Step-by-Step: Forming Your Washington LLC

Step 1: Check Name Availability

Search the Secretary of State's business database at ccfs.sos.wa.gov/#/BusinessSearch before you fall in love with a name. If it's taken (or close enough to be confused with an existing entity), CCFS will reject your filing and you'll lose time, not money, since the filing fee isn't charged until the document is accepted.

If you're not ready to file yet but want to lock in a name, you can reserve it for 180 days for a $30 fee. This is optional and most people skip it since formation itself only takes a few business days.

Step 2: Appoint a Registered Agent

Every Washington LLC needs a registered agent under RCW 23.95.415, either a commercial agent registered with the Secretary of State or a noncommercial agent (which can be you, a member, or a friend) with a physical Washington street address. There's no fee to designate or later change your registered agent.

If you don't have a Washington address of your own, or you'd rather keep your home address off the public record, a commercial registered agent service typically runs $100 to $300 per year. That's a fair tradeoff for privacy and for making sure service-of-process notices don't get missed while you're out of the office.

Step 3: File the Certificate of Formation with Initial Report

This is the actual formation document, and it's what makes your Washington LLC formation official. File it online through CCFS at ccfs.sos.wa.gov. The filing fee is $180, and the Initial Report is bundled into the same filing, so you're not submitting two separate documents.

The Secretary of State doesn't publish a guaranteed turnaround for standard online filings; they're processed in the order received. If you need it faster, expedited service is $100 per entity and is generally processed within three business days. That fee can be paid online at checkout.

Tip: double-check every field before you submit. A typo in the registered agent's address or a mismatched entity name is the most common reason a Certificate of Formation gets rejected and has to be refiled, which costs you both time and a second look at the filing fee.

Step 4: Get Your Washington State Business License

Formation with the Secretary of State isn't the same as a business license. Washington requires most LLCs to file a Business License Application with the Department of Revenue's Business Licensing Service. You need this if you'll hire employees within 90 days, sell anything subject to sales tax, expect gross income of $12,000 a year or more, operate under a trade name, or need any city, county, or state endorsement.

Apply at dor.wa.gov/open-business/apply-business-license. The processing fee is $50 to open the business, plus separate fees for any endorsements you need. This filing is also what assigns your 9-digit Unified Business Identifier (UBI), the number the state uses to track your business across agencies. Online applications generally take about 10 business days, running 2 to 3 weeks longer if city or state endorsements need separate approval. Mailed applications can take up to six weeks, so file online if you're in a hurry.

Step 5: Draft an Operating Agreement

Washington doesn't require you to file an operating agreement with the state, but you should still write one and keep it with your business records. It spells out ownership percentages, how profits get split, and what happens if a member wants out. Banks frequently ask for it before opening a business account, and it's the document that protects your liability shield if a court ever questions whether your LLC is really being run as a separate entity.

Step 6: Register a Trade Name (Only If You're Using One)

If you plan to operate under a name different from your LLC's legal name, you'll register a trade name (a "doing business as" name) through the same Business License Application with the Department of Revenue, not the Secretary of State. The fee is $5 per trade name, on top of the $50 (or $10, if you're just adding a trade name to an existing license) processing fee. Details are at dor.wa.gov/manage-business/grow-business/register-trade-names.

Step 7: Understand Washington's Tax Setup

Washington has no personal income tax and no corporate income tax, which surprises a lot of new owners moving from other states. Instead, nearly every business pays the Business and Occupation (B&O) tax, a gross receipts tax with more than 50 activity classifications and no deduction for labor or materials. Many cities also levy their own local B&O tax on top of the state's, separately from what the Department of Revenue administers.

If you sell taxable goods or services, you'll also collect the state sales tax, currently 6.5%, plus any local add-on rate. Your Business License Application registers you for these obligations automatically. Because B&O tax structure varies a lot by industry and city, this is a good spot to loop in a CPA who knows Washington's system rather than guessing at your classification.

Step 8: File Your Annual Report Every Year

Washington LLCs file an Annual Report, not a biennial one. It's due by the last day of the month in which your LLC was originally formed, every year, and costs $70. You can file up to 180 days early, and CCFS will send reminders, but don't rely on email alone. Miss the deadline and a delinquency fee kicks in, bringing the total to $95. Two consecutive missed reports can lead to administrative dissolution, which means starting the formation process over if you want to keep operating.

Common Mistakes to Avoid

  • Using a PO box as your registered agent address. CCFS will reject it. The address has to be a physical street location in Washington.
  • Assuming the Certificate of Formation covers your business license too. They're two separate filings with two separate agencies (Secretary of State versus Department of Revenue), and skipping the second one means you're operating without a valid license even though your LLC legally exists.
  • Forgetting the Annual Report deadline. Since it's tied to your original formation month rather than a fixed calendar date, it's easy to lose track a year later. Set a calendar reminder the day you form the LLC.
  • Mixing personal and business finances. Open a separate business bank account with your EIN as soon as your LLC is approved. Commingling funds is one of the fastest ways to undermine your liability protection if you're ever sued.
  • Not budgeting for B&O tax. Because it's a gross receipts tax, you owe it even in a year where you don't turn a profit. New owners coming from income-tax states are sometimes caught off guard by this.

What to Expect: Costs and Timeline

ItemCostTiming
Certificate of Formation with Initial Report$180Standard processing order; expedited is $100 more for about 3 business days
Name reservation (optional)$30Holds a name for 180 days
Business License Application$50 (plus endorsement fees)About 10 business days online; longer with endorsements
Trade name registration (if applicable)$5 per name, plus $10 to $50 processingFiled with the Business License Application
Annual Report$70 ($95 if late)Due each year by the last day of your formation month

Once your Certificate of Formation is accepted and your Business License Application clears, you should generally be in a position to open a business bank account, apply for any needed permits, and start operating under your Washington LLC. Actual timing can vary depending on filing volume and whether you need city or state endorsements, so treat these as planning estimates rather than guarantees.

Where to Get Help

The Washington Small Business Development Center (wsbdc.org) offers free one-on-one advising for new business owners, and the SBA's Seattle District Office is worth a look if you need financing guidance. For anything involving multi-member ownership splits, complex tax elections, or industry-specific licensing, it's worth paying for an hour with a Washington business attorney or CPA before you file, not after.

This article is for informational purposes only and does not constitute legal or tax advice. Requirements, fees, and processing times can change; confirm current details on the Washington Secretary of State and Department of Revenue websites before filing, and consult a licensed attorney or CPA for guidance specific to your situation.