A hybrid business structure is a limited-liability company that shares characteristics of a corporation and sole proprietor.It allows its owners to insulate themselves from personal liability for business debts, does not require the payment of separate business taxes, and is subject to fewer regulations and restrictions than other companies.It is easy to establish a company in Massachusetts.
Step 1: Obtain a certificate of organization.
After the owners complete and file a Certificate of Organization for the limited liability company with the Secretary of the Commonwealth, it is formed in Massachusetts.The Certificate of Organization template can be found on the Corporations Division website.The federal employer identification number is the first thing this form asks for.You can't apply for such a number until your company is officially formed.
Step 2: Pick a name for your company.
You will have to choose a name for your company during this process.The name of the company must contain the words "limited liability company" or "L.C."The name could contain the name of a member or manager.Any name currently reserved or registered with the Secretary of the Commonwealth or any state or federal agency must be distinguishable from yours.
Step 3: You should check to see if your name is available.
If your name is available under state law, you should submit the certificate of organization.You can either contact the Corporations Division in Boston, MA or conduct an online search for business names that are already reserved.To reserve a name for 60 days, you need to file an optional form and pay a $30 filing fee.An additional $30 will be added at the end of the period.If your first choice is unavailable, try to have a few other names for your company.You might want to check to make sure the relevant URL is available so that your online presence will have an appropriate domain name.
Step 4: Indicate the address where your records will be kept.
You need to provide a street address in the Commonwealth of Massachusetts to keep and maintain business records.
Step 5: Tell us about the general character of your company.
In this space, you will give a statement about the objectives of your company and what it will be doing to make money.
Step 6: Your company's dissolution date should be specified.
You need to provide the latest date on which your company will cease to exist in the eyes of the law.Leave this part blank if you don't want to put an expiration date on your company.
Step 7: An agent should be assigned to serve the process.
The individual who will officially receive legal documents on behalf of your company must be indicated.The form requires you to give your agent's name and business address.The Commonwealth of Massachusetts is where your agent needs to reside.The Certificate of Organization requires written consent from your agent.
Step 8: Additional names and addresses should be provided.
If your managers will be based at a different business address than the one indicated in the Certificate of Organization, you need to give them their names and business addresses.You have to do this for people who are authorized to execute and file documents with the Corporations Division.The name and business address of at least one person authorized to execute and file documents with the Corporations Division must be provided if you have no managers.
Step 9: There are optional sections to fill out.
You can also fill out the optional sections of the Certificate of Organization.If you want to authorize a person to handle matters relating to the recording of real property, you should list their name and business address.Provisions relating to the internal operation of your company can be included in the Certificate of Organization if they are permitted by law.If your company is dissolved, you may want to add provisions about how major business decisions will be made.
Step 10: You need to sign and file the certificate of organization.
The person has to sign the form.The form can be filed by mailing it to the address listed on the top of the form.You can file online.The filing fee is $500.If you are filing online the fee is $520.The document must be filed twice.
Step 11: An operating agreement is needed for your company.
Before you start doing business, there are a number of other steps you should take.An operating agreement is the first of these.The document will govern how your company will be run.The operating agreement should outline the roles of each member, voting rights, how new members will be added, and how profits and losses are allocated.You don't have to file this agreement with the state.
Step 12: You can get an employer identification number from the IRS.
If your company has more than one member, you will need this number to open a bank account, hire employees, and pay federal and state taxes.There are three ways to apply for this number: online, by contacting the IRS, or by completing and mailing the form.Before you apply for an Employer Identification Number, make sure your company is legally formed.
Step 13: You can open a corporate account.
You will want your company to have its own bank account, separate from the bank accounts of its members.Depending on the requirements of the individual banks, you may need a copy of its Certificate of Organization and an Employer Identification Number.
Step 14: Business licenses and permits are required.
You will need to get licenses or permits from the county or city clerk's office if you want to conduct your business in that jurisdiction.To find out what additional licenses/permits you will need, contact these offices.In order to legally conduct business in Boston, you will have to pay a $65 fee and apply for a business certificate.
Step 15: The appropriate agencies to file with are the federal, state, and local.
Depending on the business purpose of your limited liability company and the jurisdiction in which you organize, you may have to file additional forms with certain governmental agencies.It is best to ask an attorney or accountant for assistance in this matter because each industry is regulated differently.You can consult the U.S. Small Business Administration's website for advice.
Step 16: You have to register with the Massachusetts Department of Revenue.
If your company will have employees, sell goods or collect sales tax, you need to register with this agency.The Department of Revenue's website is where you can do this.
Step 17: Your company's annual report should be filed.
State law requires every limited liability company to submit an Annual Report every year in order to continue operating in Massachusetts.The anniversary date of the original Certificate of Organization is when this report must be filed.You can either fill out and mail in the form provided on the Corporations Division's website, or you can file the report online.You have to pay a $500 filing fee when you submit your Annual Report.