Roadmap to Starting a Business

Business Licensing Service

Secretary of State •

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Starting point for most businesses such as LLCs, Corporations, and all forms of Limited Partnerships Mission: Provides essential business & charitable information to promote public trust

Business Licensing Service •

Provides licensing information

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Main processing center for the Business License Application (BLA)

Get Prepared! Be successful by following these steps before you license and register your business…

• Have you written a business plan?

• Have you decided what type of business structure you will have? • Do you know state and local licensing and registration requirements? • Have you checked for any federal requirements for starting your business?

Types of Business Structures • • • • • • • •

Sole Proprietor General Partnership Association Limited Partnership(LP) * Limited Liability Partnership(LLP) * Limited Liability Limited Partnership(LLLP) * Corporation (profit & non profit) * Limited Liability Company (LLC) * * Requires Secretary of State Filing

Business structures not required through Secretary of State (UBI can be issued once a Business License is received)

• Sole Proprietors One individual or married couple

• General Partnerships 2 or more persons (usually not a married couple)

• Associations A group of people who share a common interest

Business Structures registered with Secretary of State (UBI will be issued) Profit Corporation Nonprofit Corporation Limited Liability Company (LLC) Limited Partnership Limited Liability Partnership(LLP) Limited Liability Limited Partnership(LLLP) Documents filed: Formation documents, amendments, mergers, annual reports, conversation documents

Business Name Search Resources • Secretary of State sos.wa.gov/corps

• Business Licensing Service business.wa.gov/bls

• Department of Revenue dor.wa.gov

• US Patent and Trademark Office uspto.gov/trademarks/basics/index.jsp

Trade Names What is a Trade Name? • Any business name that does not contain the full legal name of the owner,  Or any name that includes words which suggest additional parties of interest such as “company,” “and sons,” “and associates.” • Or that differs from the name registered with the Office of Secretary of State in Washington.

Why Register a Trade Name • Provides the public with owner information • Your company cannot pursue legal action under that name unless that Trade Name is registered

• Registering a name as a Trade Name does not give you exclusive use of that Trade Name. Any number of businesses may use the exact same Trade Name. If a conflict arises between businesses using the same Trade Name it may need to be resolved through a civil court action.

Secretary of State web site sos.wa.gov/corps

Business Licensing Service web site bls.dor.wa.gov

Business Licensing Wizard “bls.dor.wa.gov”

Business Licensing Search “bls.dor.wa.gov”

Registering with Secretary of State • How long does it take to process? 10 business days if done online Up to 6 weeks if done by paper

• Secretary of State will issue a Unified Business Identifier (UBI) # and send formation documents.

• All entities other than a Sole Proprietorship and some General Partnerships or Associations must file with the Secretary of State as their first step

Things to consider… • Have you written bylaws for a corporation or an operating agreement for an LLC • Legal Entity Name (must be distinguishable from other registered entities) • Registered Agent (must be a physical address in Washington)

Things to consider (cont.) • Governors have 120 days to be reported to the Secretary of State • Corporations and LLCs have options that must be designated for federal taxes (s-corp) • Registration Time 2 business days if filed online

REMINDERS • • • •

Registered Agent Responsibility IRS Designations - S Corp/C Corp Don’t Forget Annual Reports! Review Before Submitting, No Refunds

Registration Documents

Original Formation Certificate •All entities registered with Secretary of State

Legal Entity Registration •Corporations (profit only) •Limited Liability Companies

TRADEMARKS • Words or logo that a business uses to identify their business. • Renew every 5 years. • Must provide documentation showing that the trademark is being used in commerce. • Filing with the Secretary of State is for Washington State only - does not cover federal trademarks.

Business License Application A Unified Business Identifier (UBI) will be issued for ownership structures that are not required to be registered with the Secretary of State. The Business License Application also will register your business with: •

Department of Revenue for Sales tax or B&O tax.

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Department of Labor & Industries for Industrial Insurance.

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Employment Security Department for Unemployment Insurance.

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Business Licensing Service for Trade Name registration and any Renewable license that is indicated on the BLS License Fee Sheet.  Including 67 city licensing partners

MyDOR “bls.dor.wa.gov/myDOR/”

City Licensing Partners

Licensing Document

Business License •All business

Forms to Remember Secretary of State paperwork (Profit and Nonprofit Corporations, LLC’s, LP’s)

Business License Application (All ownership types)

SS-4 form (Sole Proprietors with employees, Partnerships, Profit and Nonprofit Corporations, LLC’s, LP’s)

All other agencies as needed

Contact Us Washington Secretary of State Corporations Division PO Box 40234 Olympia, WA 98504-0234

Dept. of Revenue Business Licensing Service PO Box 9034 Olympia, WA 98507-9034

Visit: 801 Capitol Way S Olympia, WA 98504

Visit: 6500 Linderson Way SW Tumwater, WA 98504

Phone Number: 1-360-725-0377 E-mail: [email protected] Web-site: sos.wa.gov/corps

Phone Number: 1-800-451-7985 E-mail: [email protected] Web-site: business.wa.gov/bls

QUESTIONS?