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Agent fee

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Document filing with the Secretary of State

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$499

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Includes everything in basic package

Comprehensive name check

Preparation of Articles of Incorporation

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Key Points for Michigan LLCs

Strong Legal Protection

Michigan LLCs provide limited liability protection, separating personal assets from business obligations and debts.

Affordable and Efficient Setup

Forming an LLC in Michigan is cost-effective, with simple filing procedures and online access through the state’s Corporations Online Filing System (COFS).

Flexible Management and Tax Options

LLCs can be managed by members or appointed managers and benefit from pass-through taxation by default.

Understanding Michigan LLCs

A Michigan LLC combines the liability protection of a corporation with the simplicity and tax efficiency of a partnership, making it a popular structure for business owners seeking flexibility and legal protection. It’s known for its straightforward registration process and pro-business climate.

What is a Michigan LLC?

A Michigan LLC is a legal business entity that offers limited liability protection to its owners—called members—while allowing flexible management. Members are typically not held personally liable for business debts. Michigan LLCs can be managed either by members or by designated managers, and most internal operations are defined through a private operating agreement.

A Michigan LLC offers several benefits, including:

Protection of members’ personal assets from business liabilities, pass-through taxation as the default federal and state structure, no franchise tax or complex annual filings for standard LLCs, simple and affordable formation through the Michigan LARA system.

Why choose an LLC in Michigan?

Forming an LLC in Michigan offers strong asset protection, flexible ownership, and ease of administration. With no franchise tax and minimal public disclosure requirements, it’s an attractive option for small businesses, consultants, and entrepreneurs seeking efficient legal structure without excessive regulatory burden.

Key Benefits Include:

Privacy Protection

Predictable Taxes

No Double Taxation

Legal Environment

Business Credibility

Clear Guidelines

Pros and Cons of an LLC in Michigan

Starting a Michigan LLC: Benefits

A Michigan LLC offers strong personal asset protection, shielding members from liabilities related to business debts or lawsuits. It allows flexible internal management, whether member-managed or manager-managed, and supports single-member and multi-member structures. Michigan’s online filing system makes the setup process efficient and user-friendly.

Taxation of a Michigan LLC

Michigan LLCs are treated as pass-through entities by default, meaning profits and losses are reported on members' individual tax returns. The state does not impose a corporate income tax on most LLCs, but LLCs with business activity in Michigan may be subject to the Corporate Income Tax (CIT) if elected. There is no franchise tax, which makes the ongoing tax burden lighter compared to many other states.

Starting a Michigan LLC: Drawbacks

While Michigan offers relatively simple formation, LLCs must still file annual statements and pay a filing fee to maintain good standing. The state also requires disclosure of the registered agent and office address. Ownership transfers may be more complex without a well-drafted operating agreement, and improper recordkeeping can risk piercing the corporate veil.

Who Can Form an LLC in Michigan?

Any individual or legal entity—including residents, non-residents, corporations, or other LLCs—can form an LLC in Michigan.

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Types of LLCs in Michigan

Domestic LLC (Michigan-based LLC)

A domestic LLC is formed under Michigan law and conducts business primarily within the state. It provides limited liability protection to its members and is typically taxed as a pass-through entity unless another status is elected.

Foreign LLC (Out-of-state LLC registering in Michigan)

A foreign LLC is formed in another state but registers to operate in Michigan. It must file a Certificate of Authority with the Michigan Department of Licensing and Regulatory Affairs (LARA) and appoint a registered agent with a Michigan address.

Professional LLC (PLLC)

Licensed professionals such as doctors, lawyers, or accountants may form a Professional LLC in Michigan to provide regulated services. All members must hold valid licenses in the profession being practiced, and the PLLC must comply with both corporate and licensing regulations.

How to Start an LLC in Michigan

Choose a Business Name

Select a unique name that includes "LLC" or "L.L.C." and ensure it’s distinguishable from existing entities in Michigan. Use the Secretary of State’s name search tool to verify availability.

Appoint a Registered Agent

Designate a registered agent to accept legal documents. This can be an individual or a registered service company with a physical address in Michigan.

File the Articles of Organization

Submit Form LLC to the Michigan Secretary of State, providing LLC name, principal office address, and registered agent details.

Create an Operating Agreement

Though not required, it’s recommended to draft an Operating Agreement outlining ownership, governance, and profit distribution to reinforce liability protection and support tax compliance.

Michigan LLC Requirements

Age and Residency

Number of Members

Management Structure

Registered Agent and Office

Name Compliance

Michigan LLC Application

To start an LLC in Michigan, the key step is filing the Articles of Organization (Form 700) with the Michigan Department of Licensing and Regulatory Affairs (LARA). This officially forms your business as a legal entity.

Required Information

The Articles of Organization must include:

LLC name (must contain “Limited Liability Company,” “L.L.C.,” or “LLC”)
Registered agent’s name and physical Michigan address (no P.O. Box)
Principal office address
Organizer’s name and address
Management structure (member-managed or manager-managed)

Filing Options

Online: Use Michigan’s Corporations Online Filing System or MiLogin for Business for the fastest processing
By Mail: Send completed Form 700 with the filing fee to: Corporations Division – LARA P.O. Box 30054 Lansing, MI 48909
In Person: Submit directly at LARA’s office at 2407 N Grand River Ave, Lansing, MI. Expedited service available for additional fees.

Post-Filing Requirements

Annual Statement: Must be filed by February 15 each year to maintain good standing. The first statement is not required if the LLC was formed after September 30 of the previous year.
Operating Agreement: Not filed with the state, but strongly recommended for internal governance.
Licenses & Permits: Additional state or local business licenses may be required depending on your business activities.
Franchise Tax: Michigan does not impose a franchise tax on LLCs, but LLCs may be subject to other state business taxes.
Foreign LLCs: Must file an Application for Certificate of Authority and include a Certificate of Good Standing (or equivalent) from their home state.

Michigan LLC Taxation

Pass-Through Taxation

By default, Michigan LLCs are treated as pass-through entities for tax purposes. This means the LLC itself does not pay income tax. Instead, profits and losses pass through to individual members, who report them on their personal Michigan income tax returns.

Flow-Through Entity Tax Election

Michigan allows LLCs taxed as partnerships or S corporations to elect the Flow-Through Entity (FTE) Tax, paying income tax at the entity level instead of individual level. This can help members deduct state taxes for federal purposes.

Sales and Use Tax

LLCs selling tangible goods or taxable services must collect Michigan’s 6% sales tax. A use tax may also apply for out-of-state purchases used within Michigan.

Michigan LLC Annual Filing

What to File

The Annual Statement must include the LLC name, business address, registered agent information, names and addresses of members or managers, and any updates to the agent, address, or management structure.

Filing Deadlines

The Annual Statement is due each year by February 15. LLCs formed after September 30 are not required to file until the second calendar year.

Penalties & Consequences

Failure to file for two consecutive years may result in the LLC losing “good standing” status, and its name becoming available for others to claim. Reinstatement requires submitting missing filings and paying applicable fees.

Expanding Your Michigan LLC

As your business grows, you may expand your Michigan LLC to operate in other states, which requires registering the LLC as a foreign entity in each jurisdiction where you plan to conduct business.

Registering a Foreign LLC in Michigan

If your LLC was formed in another state and will conduct business in Michigan, you must file an Application for Certificate of Authority, submit a Certificate of Good Standing from your home state, and appoint a registered agent in Michigan.

Doing Business in Other States

To expand your Michigan LLC to other states, register as a foreign LLC in each state where you operate. This includes filing with each state’s authority, submitting a Certificate of Good Standing from Michigan, and complying with local tax and licensing rules.