New Jersey LLC
Formation & Registration
Quick Start Guide
This Quick Start Guide is a brief overview of how to form an LLC in New Jersey.
New Jersey LLC Costs:
New Jersey LLC formation: $125
New Jersey LLC annual report: $50 per year
(check out Northwest vs LegalZoom)
Forming & Registering an LLC in New Jersey
Unlike most states where you file an LLC with the Secretary of State, things are done a little bit differently in New Jersey (your LLC is filed with the Department of Treasury).
Specifically, the New Jersey LLC filing is broken into two different steps, each of which happens within two different subdivisions of the Department of Treasury:
1.) First you “form” your LLC with the Division of Revenue & Enterprise Services
2.) Then you “register” your LLC with the Division of Taxation
We’ll explain “Formation” and “Registration” in detail below.
1st Step: “Formation”
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
Filing fee: $125 (one-time fee)
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: Sometimes the words “Public Record Filing” and “Certificate of Formation” are used interchangeably on the state’s website.
2nd Step: “Registration”
The 2nd step in a New Jersey LLC filing is the registration of your LLC. This “registers” your LLC for tax purposes.
Additionally, if you have employees in New Jersey, this will also register your LLC for Unemployment Compensation Insurance and compliance with Temporary Disability Insurance laws.
Filed with: NJ Division of Taxation
Method of filing: Online or by mail
Filing fee: $0
Filing form: Called the “NJ-REG” if filed by mail. Called the “Business Registration Application” if filed online.
Recommended method: Online filing since it’s easier and the business registration is approved faster.
Registration approval: Once the Division of Taxation approves your LLC’s registration, you will receive a “Business Registration Certificate“. If you sell retail goods and registered for sales tax, you will also receive a “Sales Tax Certificate of Authority“.
Approval time: If you register your LLC online, you’ll receive your Business Registration Certificate (and Sales Tax Certificate of Authority, if applicable) within 1 to 2 days.
New Jersey LLC Costs
As mentioned above:
- forming an LLC in New Jersey costs $125 (one-time fee)
- registering an LLC in New Jersey is free ($0)
New Jersey LLC methods of filing
While the state offers LLC filing by mail and online, we recommend the online filing for both the formation and registration steps.
The reason is that the online filings are much easier to complete, take less time, and both the formation and registration are approved much faster (as opposed to a mail filing).
Note: New Jersey also offers LLC filings by fax as well as in person, however, we will not be discussing these. The information below is only for online filings.
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:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)
(check out Northwest vs LegalZoom)
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:
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.
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 any make 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.
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:
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: https://www.njportal.com/DOR/businessrecords/EntityDocs/BusinessCopies.aspx
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.
Your LLC is now formed. Next step is Registration…
Remember, the words “formation” and “registration” sound like they mean the same thing, but in New Jersey they mean 2 completely different things.
So far you’ve taken care of the “formation” step.
You’re now ready to complete the “registration” step.
EIN Number Required for Registration
Before you can register your New Jersey LLC, you need to get an EIN Number from the IRS. The process is free and it takes about 15 minutes. We have instructions on how to get an EIN for your New Jersey LLC here: New Jersey LLC EIN.
An EIN Number can be obtained online between Monday and Friday, from 7am to 10pm Eastern.
Once you have your LLC’s EIN Number, you’re ready to proceed.
New Jersey LLC Business Registration Application
Also known as: “New Jersey LLC Registration for Taxes” or “Form NJ-REG”
- Every LLC in New Jersey is required to register for taxes with the NJ Division of Taxation
- This must be done at least 15 days before engaging in any business activity
- And this must be done within 60 days of your LLC being approved
LLC University® recommendation: We recommend registering your LLC either the same day or a few days after your LLC is approved.
Filing fee: $0
Online Business Registration Application:
Click the “Get Started” button at the bottom to begin.
Make sure to complete the LLC registration in one sitting. If you’re inactive for more than 10 minutes, the system will kick you out and send you back to the beginning.
Select “Register a Business Entity”.
Enter your NJ LLC’s Entity ID Number. You can find this on your approved Certificate of Formation. You can also search for your LLC in New Jersey’s Business Name Search.
Enter your LLC’s EIN Number. Don’t use spaces or a hyphen (-) when entering your LLC’s EIN Number (ex: 123456789).
You should see your LLC name and its beginning date auto-filled. There’s nothing you need to do here.
Will this be a year round business:
Select “Yes” if you’re not running a seasonal business.
Select “No” if you are operating a seasonal business in New Jersey. Then check off the months the business will operate. The most common type of seasonal business in New Jersey are those at the beach which operate in the summer months.
Main Business Address:
Your LLC’s Main Business Address should automatically be filled in (it takes the info from your Certificate of Formation).
If you need to make any changes to your address, you can do so here (or just leave it as-is).
As a reminder, the Main Business Address must be a street address. It can’t be a PO Box address. However, the street address can be located in New Jersey, in another state, or in another country.
In the “Attention To” box, enter the first and last name of the LLC Member who will be responsible for handling NJ state taxes. This will most likely be you.
If you/this person has a mailing address that is different than the LLC’s Main Business Address, then check off the “mailing address is different from Business Location” box and enter that mailing address.
If you have the same mailing address, leave the box unchecked.
This section is used by the state in order to classify businesses for statistical reasons. Don’t worry, you’re not going to be forced to do the activities you select. And you can change your business purpose or activity at anytime without the need to update the state.
New Jersey Business Code:
Look at the NJ Business Code Table and find the 4-digit code that most closely represents your LLC’s main business activity. Even if your LLC has multiple purposes and activities, just select a main one.
Note: You can also begin typing out the purpose (ex: entering “real” for real estate) and the box will suggest the relevant Business Codes.
Principal Products or Service:
Enter a few words that describe the type of product or service your business will offer.
Type of Activity:
This is a bit repetitive, but enter your LLC’s type of business activity. For some filers, this answer will be the same as what they entered in the “Principal Product or Service” box.
Standard Industrial Code (optional):
You can leave this section blank or enter your LLC’s Standard Industrial Code (SIC). The code will be 2, 3, or 4 digits in length. You can use an SIC keyword search tool or you can browse SICs manually.
Most filers just leave this section blank.
The NAICS Code (North American Industry Classification System) is also used by government agencies to classify businesses for statistical purposes.
You can use an NAICS keyword search or browse the NAICS codes. Both tools are available on the NAICS search page.
Note: You can also begin typing out the purpose (ex: entering “real” for real estate) and the box will suggest available NAICS Codes.
Number of Workers in New Jersey:
Enter the number of employees (“workers”) your New Jersey LLC will have in this tax year.
If your business won’t have employees anytime soon, enter “0”.
- Being the owner of your LLC doesn’t make you an employee. You become an employee of your LLC if you elect to have your LLC taxed as an S-Corp (where you then become an “employee-owner”) or if you choose another tax structure, but designate yourself as an employee and handle all related payroll and employment requirements.
- This doesn’t mean you can’t take profit from your company. You certainly can do so without needing to be an employee. This is just called a capital distribution, which is taking money from your LLC’s bank account and distributing it to yourself.
- If you’re not sure about how your LLC should be taxed or whether or not you should be an employee of your LLC, we strongly recommend speaking with an accountant.
- If you enter “0” now, but later hire employees, you will have to contact the NJ Department of Labor for new hire reporting and to take care of all other employer responsibilities.
In this section, the state is looking for how your LLC will be filing taxes. We recommend reading how are LLCs taxed and speaking with an accountant before making a selection.
• If you have a Single-Member LLC that will be taxed in its default status (LLC taxed as a Sole Proprietorship), select “Ltd. Liability Co. – Single Member“.
• If you have a Multi-Member LLC that will be taxed in its default status (LLC taxed as a Partnership), select “Ltd. Liability Co. – 1065 Filer“.
• If you have a Single-Member LLC or Multi-Member LLC that will be taxed as an S-Corporation, select “Ltd. Liability Co. (1120 Filer)” [even though you’re technically an 1120S filer]. After your online registration filing, you’ll file Form 2553 with the IRS and then file CBT-2553 with the NJ Division of Taxation.
– Note: A New Jersey LLC that is taxed as an S-Corp also must pay a minimum annual tax of $375 per year. You can find more information in our LLC taxes lesson.
• If you have a Single-Member LLC or Multi-Member LLC that will be taxed as a C-Corporation, select “Ltd. Liability Co. (1120 Filer)”
– Note: An LLC being taxed as a C-Corporation is not very common.
Note: Your LLC is still an LLC
It’s important to note that how an LLC is taxed (with the IRS and with the NJ Division of Taxation) doesn’t change your legal entity (and its personal asset protection). Your legal entity is still an LLC. It’s just that the LLC is being treated as a different type of tax entity for federal and state tax purposes.
Last Month of Fiscal Year:
Select the month your New Jersey LLC’s fiscal year ends.
Most LLC owners follow the calendar year for tax purposes (January to December), so they select “December” as the close of their fiscal year.
If your LLC will operate on a different fiscal year, select the appropriate closing month.
Is this business a subsidiary of another corporation?
If your NJ LLC is owned by another company (like another Corporation or LLC), select “Yes” and enter the Parent Company’s name and EIN.
If your LLC is owned by an individual person (or multiple people), select “No”.
In this section you’re going to list all the Members (owners) of your New Jersey LLC.
Click the “Add Owner” button and enter the Owner’s name, address, title, percentage of ownership, and Social Security Number.
Although you’re required to list only one Owner, it’s best to list all LLC owners for proper tax reporting requirements.
• If your LLC is Member-Managed, each owner’s title should be “Managing Member”.
• If your LLC is Manager-Managed, an owner’s title should be “Member” if they are not also a Member… or an LLC owner’s title should be “Managing Member” if they are both an owner and an LLC Manager.
(related article: Member-managed LLC vs Manager-managed LLC)
Note: We can’t walk you through and explain each section here as things will vary widely from business to business.
Answer the Yes/No questions on this page about any employment activities.
Depending on how you answered the first series of questions, you may also have to answer more questions about any acquisitions that were made.
Answer the Yes/No questions on this page about any taxable activities as well as any relevant details.
The reason we can’t walk you through all of the above
Unlike our LLC formation instructions, which are step-by-step, we’re unable to guide you through the questions related to employment, acquisition, and taxable activities.
The reason is that things vary so widely from business to business. And the questionnaire is “conditionally smart”. Meaning, depending on what you answer, you’ll see a different set of questions for each section.
If you run into questions during the above sections, you will need to speak with an accountant for help.
Enter your name, title, email address, and phone number.
Review the information you entered in your Business Registration Application and look for any errors or typos. If you need to make any changes, click the “Edit” button.
If all looks good:
- In the “Employment Activities” section, check the confirmation box
- In the “Taxable Business Activities” section, check the confirmation box
- In the “Signature” section, check off the box and then enter your first and last name in “Name of Authorized Representative”
Once you’re finished, click the “Complete Registration” button to finish your filing.
Congratulations, your New Jersey LLC has been successfully registered with the Division of Taxation.
Now you need to wait for your approval certificate, called the Business Registration Certificate (also known as a Certificate of Registration).
If you also registered your LLC for sales tax during the application, you also need to wait for your Sales Tax Certificate of Authority.
New Jersey LLC Registration Approval
After submitting your Business Registration Application you’ll be taken to a Confirmation page. We recommend printing this page for your records.
Although you’ll see a link to download your “Business Registration Document“, it’s important to know this is not your Business Registration Certificate. It’s just a copy of the information you entered in the application.
Business Registration Certificate
- You need to wait 2 business days before your Business Registration Certificate is available to download.
- Once it’s ready to download, the state will send you an email.
- The state will also send a physical copy by mail in 10 business days.
Sales Tax Certificate of Authority
- If you registered your NJ LLC for sales tax, you won’t be able to download your Sales Tax Certificate of Authority online.
- Instead, the state will mail this document to your LLC within 15-20 business days.
We recommend making a few copies of your LLC’s Business Registration Certificate and Sales Tax Certificate of Authority, if applicable. Save some copies on your computer and make some physical copies as well.
If your LLC has other Members, send them a copy as well.
New Jersey Division of Taxation
If you have any questions about Registration, you can contact the New Jersey Division of Taxation at 609-292-6400. Their hours are 8:30am to 4:30pm Eastern (Monday, Tuesday, Thursday, and Friday) and 10am to 5:30pm Easter (on Wednesdays). They often have long hold times, so we recommend calling right after they open.
Next Step: New Jersey LLC Operating Agreement
After you’ve formed your New Jersey LLC, obtained an EIN, and registered your LLC, you can then proceed to the next lesson: New Jersey LLC Operating Agreement.