How to form an LLC in New Jersey
The 1st step in a New Jersey LLC filing is the formation of your LLC. This is what officially creates your LLC.
Filed with: NJ Division of Revenue & Enterprise Services
Method of filing: Online or by mail
LLC Filing fee: $125 (one-time fee)
Note: The “LLC filing fee” (the fee to create a New Jersey LLC) is the same thing as the “Public Records Filing for New Business Entity fee”. The Public Records Filing for New Business Entity is the document that, once approved by the Division of Revenue & Enterprise Services, creates your New Jersey LLC.
Filing form: Called the “Public Records Filing for New Business Entity” (same name for an online filing or a filing by mail).
Recommended method: Online filing since it’s easier and the LLC formation is approved faster.
Formation approval: Once the Division of Revenue & Enterprise Services approves your New Jersey LLC, your Public Record Filing becomes a “Certificate of Formation“.
Approval time: If you file your LLC online, you’ll receive your Certificate of Formation within 5 to 30 minutes.
Note: Filing times may take longer due to the current global situation and government delays. For the most up-to-date LLC processing times, check how long does it take to get an LLC in New Jersey.
Note: Sometimes the words “Public Record Filing” and “Certificate of Formation” are used interchangeably on the state’s website.
New Jersey LLC methods of filing
While the state offers LLC filing by mail and online, we recommend the online filing.
The reason is that the online filings are much easier to complete and take less time.
Note: New Jersey also offers LLC filings by fax as well as in person, however, we will not be discussing these.
Online filing instructions only
Again, the instructions below are only for online filings.
Prior LLC University® lessons
Before forming and registering your New Jersey LLC, make sure you have read the prior lessons:
New Jersey LLC Public Record Filing
In order to form an LLC online in New Jersey, you have to submit what’s called a Public Records Filing for New Business Entity with the Division of Revenue.
Reminder: Once your LLC’s Public Records Filing is approved, it becomes a Certificate of Formation.
To get started, visit New Jersey’s Online Business Formation page:
NJ Division of Revenue: Online Business Formation
Click the “Get Started” button to begin.
What type of business would you like to form
Select “NJ Domestic Limited Liability Company (LLC)”.
(related article: domestic LLC vs. foreign LLC)
Remember, make sure your desired LLC name is available for use before proceeding. Make sure you read the New Jersey LLC Name Search lesson first.
Enter your desired New Jersey LLC name, but leave out the designator, and then click “Continue”.
Note: You’ll select your designator (“LLC”, “L.L.C”, etc.) on the next page.
Select the desired “ending” (designator) for your New Jersey LLC from the drop down menu.
As per section 42-2C-8(a) of the New Jersey LLC Act, an LLC must include one of the following designators at the end of its name:
- Ltd. Liability Co.
- Limited Liability Co.
- Ltd. Liability Company
- Limited Liability Company
Tip: “LLC” is the most commonly used designator.
Employer Identification Number (EIN)
Leave this field blank. You will get an EIN for your NJ LLC later on. You first want to form your LLC, wait for it to be approved, and then apply for your EIN.
An NAICS Code (North American Industry Classification System) is used by the New Jersey Division of Revenue to classify your LLC’s line of business activity. It’s mostly used for statistical purposes.
You can leave this blank for now as it’s optional for the Public Records Filing. You’ll need to enter an NAICS Code during the “registration” phase, but we’ll discuss that later on.
Duration just means how long the LLC will exist for.
Most filers enter “Perpetual”, which means the LLC will remain open until the owner(s) file paperwork to close/terminate the business (as opposed to have the LLC automatically shut down on a future date).
Note: The field is also optional and can be left blank, however, as per section 42-2C-4(c), by default, all LLCs formed in New Jersey have a perpetual duration. So whether you enter “Perpetual” or leave the field blank, it doesn’t matter; your LLC will still have a perpetual duration.
Think of the LLC effective date as the date your New Jersey LLC is “born”. Said another way, it’s the date your LLC officially goes into existence.
In New Jersey, you can’t back-date the effective date, however, you can forward-date the effective date to make your LLC go into existence in the future.
Unlike most other states which don’t allow an LLC to be forward-dated more than 90 days ahead, New Jersey has no limitation in their laws (as per section 42-2C-22(c)).
Therefore, if you’re forming your New Jersey LLC later in the year (September, October, November, December) and you don’t need your LLC open right away, you can give your LLC an effective date of January 1st of the following year. This will save you the hassle of filing taxes for those few months of existence with no business activity.
What do most filers do? Most filers who need their New Jersey LLC open right away just leave today’s date in place (which is automatically filled in) so their LLC goes into existence as soon as possible.
Enter a few words, a phrase, or a complete sentence about the business purpose of your New Jersey LLC.
For examples of how to phrase your LLC’s business purpose, please see LLC Statement of Business Purpose.
As per section 42-2C-4(b), an LLC in New Jersey is allowed to have a general purpose, also referred to as having any lawful purpose.
If you’d like to use a generic business purpose statement, you can use the following:
“Any and all lawful purposes for which an LLC may be organized in the State of New Jersey.”
Main Business Address
(This is also known as your Principal Office Address)
Enter your LLC’s Main Business Address. As per section 42-2C-2, the address can be located in New Jersey or it can be located in any state. The can also be located outside of the U.S.
The address must be a physical street address and can’t be a PO Box address.
It’s best to use the address where you can regularly receive mail for your LLC.
How to keep your address off public records:
Many filers start businesses from their home. For this reason, it’s important to know that your LLC’s Main Business Address (and all addresses listed in your LLC’s Public Records Filing) become a part of public record. If you want to keep your address off of public record, you can hire a Registered Agent that will allow you to use their address as your LLC’s address. There is one company, Northwest Registered Agent, that allows this. They offer Registered Agent service for $125 per year and they’ll let you use their address throughout your entire LLC Public Record Filing. Any mail that is sent to your LLC will be scanned by them and uploaded into your online account. Northwest also offers an LLC formation service, so if you hire them to form your New Jersey LLC ($39 + state fee), they include their Registered Agent service (and full use of their address) free for the 1st year.
Registered Agent Information
Note: You have 3 options for who can be your Registered Agent in New Jersey. Make sure you have read the New Jersey LLC Registered Agent lesson before proceeding.
- If you, a friend, or family member will serve as the Registered Agent for your LLC, click “Enter a Registered Agent/Office”, and then enter their name and address.
- If you hired a Commercial Registered Agent (such as Northwest Registered Agent), you just need to enter their Registered Agent Number since the state already has their information on file. Once you sign up with Northwest Registered Agent, you’ll find their Registered Agent Number located in your online account dashboard.
Tip: It’s important that you understand the difference between an LLC Member and an LLC Manager. Please read our Member-managed LLC vs Manager-managed LLC article before proceeding with this section.
Click “Add New Member”, then enter your LLC’s Members and/or Managers and their street address.
Other Provisions/Additional Information
If applicable, set forth the date upon which the LLC will be dissolved:
In the first box (the calendar field), leave this box blank if you’d like for your LLC to maintain a perpetual existence. This means your LLC will remain open until you file paperwork to close it (as opposed to your LLC automatically closing on a specific date).
Tip: Most filers leave this blank.
Add New Provision:
You will also see an “Add New Provision” button which you can click to add additional provisions, articles, or rules to your New Jersey LLC filing.
Tip: Most filers do not add additional provisions unless they’ve been instructed by their attorney.
Signatures (LLC Organizer)
Click the “Add New Signer” button to add an LLC Organizer to your filing. For Title, select “Authorized Representative”. Then select the checkbox to the left of the person’s name which means they’ve electronically signed the filing.
An LLC Organizer may or may not be an LLC Member (owner).
An LLC Organizer is simply the person who is submitting the LLC’s Public Records Filing.
LLC ownership is set in your LLC’s Operating Agreement, which we’ll discuss in the next lesson.
Only 1 LLC Organizer is required to sign the filing, however, you can have multiple LLC Organizers if you’d like.
Review the information you entered in your LLC’s Public Records Filing. Look for any errors or typos.
If you need to make any changes, click on the “Edit” button. If all looks good, click “Continue” to proceed.
Additional Certificates and Certified Copies
Optional: Certificate of Standing ($50) and Certified Copy ($25):
If you would like to order a Certificate of Standing for $50 or a Certified Copy (of your Certificate of Formation) for $25, check off the appropriate boxes at the top.
You don’t have to get them now and for most people, they won’t even be needed. You can order these documents in the future if needed.
A Certificate of Standing is also referred to as a “Certificate of Good Standing” and it’s a document that verifies your New Jersey LLC is in good standing with the state. The document is usually unnecessary as your LLC approval (Certificate of Formation) shows the same thing. The only difference is that the Certificate of Standing looks fancier and has the state seal on it.
A Certificate of Standing is usually only needed if you are obtaining financing (like a loan), or you need to register your New Jersey LLC in another state as a Foreign LLC.
A Certified Copy (of your Certificate of Formation) is another fancy-looking document where the state uses language attesting to the fact that the Certificate of Formation is true and correct. Most people do not need a Certified Copy though.
- If you want to save money, leave the boxes unchecked. You can always order a Certificate of Standing or a Certified Copy (of your Public Records Filing) later in the future if it’s needed.
- However, if you think you need a Certified Copy (of your Public Record Filing), it’s better to order it now since it’s $25. If you order it later, it’ll cost $50.
Enter your name and phone number. The state will use this number if there are any issues with your filing, but it’s not too likely that they’ll call you.
Select “Credit Card” from the drop down menu and click the “Pay Now” button at the bottom.
Tip: If you get sent to a page that says “Error Has Occurred – Page Not Found”, it usually means you are missing information from the prior page (like your name or phone number). Just click the back button in your web browser, enter the missing information, and then proceed.
Enter your name, address, phone number, and email address and then click “Next.” You can leave “company name” blank.
Enter your credit card information, click “Next”, then click “Submit Payment”.
Congratulations, your New Jersey LLC filing has been submitted to the Division of Revenue and it was instantly approved (all online filings are instantly approved).
New Jersey LLC Approval
Although your LLC filing was instantly approved, it’s going to take about 5-30 minutes before you can download your LLC approval document, called the Certificate of Formation.
On the Confirmation Page, you may see the word “Processing“, which means your LLC’s Certificate of Formation isn’t ready for download yet. That word will change to “View” once it’s ready.
You can leave your browser tab open while you wait or you can close the tab since the state will send you an email once your Certificate of Formation is ready to download. They’ll send the email to the email address you entered on the payment page.
Emails from the state:
You’ll likely get 3 emails from the state. To avoid confusion, here’s what each one means:
- “Payment Receipt”: This is just an auto-generated receipt for your payment.
- “Confirmation”: This is another auto-generated receipt for your payment. Although there is a download link in this email, it doesn’t mean your Certificate of Formation is ready for download yet.
- “Download Completed”: This email means your documents are ready for download. Click the “Download Document” link to be taken to the download page. You can now download your Certificate of Formation.
Note: The Certificate of Formation will be in PDF format. When you click the link to download the PDF, it may open in a new browser tab or it may download to your computer automatically. The file will most likely be in your downloads folder or on your desktop.
Tip: We recommend making a few copies of your LLC’s Certificate of Formation. Save a copy or two on your computer as well as a few hard copies. If your LLC has other Members, send them a copy as well.
You can access documents for 30 days:
You can use your Access Key to retrieve and download your Certificate of Formation at anytime within the next 30 days via the Document Retrieval:
NJ Division of Revenue: Document Retrieval Center
What about after 30 days?
If you don’t download your Certificate of Formation within 30 days (or you lose it), you’ll need to order copies and then download it again. Luckily, copies only cost $0.10 (10 cents) per page:
NJ Division of Revenue: Copies of Business Entity Documents
New Jersey Division of Revenue & Enterprise Services
If you have any questions about LLC Formation, you can contact the New Jersey Division of Revenue and Enterprise Services at 609-292-9292. Their hours are Monday through Friday, from 8:30am – 4:30pm Eastern Time.
Next step: EIN Number
After your New Jersey LLC has been approved by the state, you can then proceed to the next Lesson: New Jersey LLC EIN Number.
NJ LLC Act: Title 42, Chapter 2C
NJ Division of Revenue: Getting Registered
NJ Business Portal: Business Basics & Types
NJ Division of Revenue: Standing Certificates
NJ Division of Revenue: Form Fees & Instructions
NJ Division of Revenue: Recording Fee Schedules
NJ Division of Revenue: Business Gateway Services
NJ Division of Revenue: Frequently Asked Questions
State of NJ: Frequently Asked Questions on Business
NJ Division of Revenue: Business Registration Certificate
NJ Division of Taxation: Starting a Business in New Jersey
NJ Division of Revenue: Guide for Requesting Public Record Information