The short version
Do it yourself if
- You are the only owner, or owners agree on terms
- Your state's filing site is simple (most are)
- You can serve as your own registered agent
Pay for a service or lawyer if
- You have investors or several partners
- You need a detailed operating agreement
- You want a registered agent so notices do not go to the restaurant
State filing fees run from $35 (Montana) to $500 (Massachusetts). The yearly fee matters more: California charges at least $800 a year in franchise tax, while several states charge nothing. The EIN from the IRS is always free.
The steps, in order
- Check the name. Search your state's business name database. Also check that the web domain and social handles are free.
- Pick a registered agent. This is the person or company that receives legal papers for the LLC, at an address in your state. You can be your own agent. Commercial agents charge about $100 to $200 a year.
- File the articles of organization (some states call it a certificate of formation) with the Secretary of State. Most states file online in minutes. Fees by state are below.
- Write an operating agreement. It says who owns what share, who can sign the lease and loans, and what happens if a partner leaves. Most states do not file it, but banks and lenders ask for it.
- Get your EIN from the IRS online. It is free and issued right away. The IRS warns against websites that charge for it.
- Register for state taxes: sales tax and payroll withholding with your state revenue department.
- Open a business bank account in the LLC's name. Keep restaurant money separate from personal money.
- Apply for licenses and permits in the LLC's name: health permit, food service license and liquor license. See how to open a restaurant for the order.
LLC filing fee and yearly fee by state
Online filing fees for a new domestic LLC, and the fee to keep it active. Six states were checked on the state's own site. The rest come from published fee lists and were cross-checked against a second list. Fees change, so confirm on your state's filing page before you pay.
| State | To form | To keep it active | Source |
|---|---|---|---|
| Alabama | $200 ($100 state + $100 county probate) | Business privilege tax, $100 minimum yearly | Fee list |
| Alaska | $250 | $100 every 2 years | State site |
| Arizona | $50 | None Newspaper notice required (except Maricopa and Pima counties) | Fee list |
| Arkansas | $45 online | $150 franchise tax yearly | Fee list |
| California | $70 | $800 minimum franchise tax yearly + $20 every 2 years. Extra LLC fee of $900+ at $250,000+ California income | State site |
| Colorado | $50 | $25 yearly | Fee list |
| Connecticut | $120 | $80 yearly | Fee list |
| Delaware | $110 | $400 LLC tax yearly, due June 1 | State site |
| District of Columbia | $99 | $300 every 2 years | Fee list |
| Florida | $125 | $138.75 yearly, due by May 1 ($400 late fee) | State site |
| Georgia | $100 online | $50 yearly | Fee list |
| Hawaii | $50 | $15 yearly | Fee list |
| Idaho | $100 | $0, report still required | Fee list |
| Illinois | $150 | $75 yearly | Fee list |
| Indiana | $95 online | $32 online every 2 years | Fee list |
| Iowa | $50 | $30 online every 2 years | Fee list |
| Kansas | $160 | $50 yearly online Sources differ, confirm with the state | Fee list |
| Kentucky | $40 | $15 yearly | State site |
| Louisiana | $125 (sources differ) | $35 yearly Sources differ, confirm with the state | Fee list |
| Maine | $175 | $85 yearly | Fee list |
| Maryland | $100 | $300 yearly property return | Fee list |
| Massachusetts | $500 | $500 yearly | Fee list |
| Michigan | $50 | $25 yearly | Fee list |
| Minnesota | $155 online | $0, renewal still required | Fee list |
| Mississippi | $50 | $0, report still required | Fee list |
| Missouri | $50 online | None | Fee list |
| Montana | $35 | $20 yearly | Fee list |
| Nebraska | $100 online | $13 every 2 years Newspaper notice required. Sources differ, confirm with the state | Fee list |
| Nevada | $425 (includes first list and state business license) | $350 yearly ($150 list + $200 business license) | Fee list |
| New Hampshire | $100 | $100 yearly | Fee list |
| New Jersey | $125 (sources differ) | $75 yearly Sources differ, confirm with the state | Fee list |
| New Mexico | $50 | None | Fee list |
| New York | $200 | $9 every 2 years Newspaper notice required: 2 papers for 6 weeks, often $500 to $1,500+, then $50 certificate | Fee list |
| North Carolina | $125 | $200 yearly | Fee list |
| North Dakota | $135 | $50 yearly | Fee list |
| Ohio | $99 | None | Fee list |
| Oklahoma | $100 | $25 yearly | Fee list |
| Oregon | $100 | $100 yearly | Fee list |
| Pennsylvania | $125 | $7 yearly | Fee list |
| Rhode Island | $150 | $50 yearly | Fee list |
| South Carolina | $110 | $0 for most LLCs | Fee list |
| South Dakota | $150 online | $55 yearly | Fee list |
| Tennessee | $300 minimum ($50 per member, up to $3,000) | $300 minimum yearly ($50 per member) | Fee list |
| Texas | $300 | No report fee. Franchise tax report yearly (no tax due under $2.65M revenue) | State site |
| Utah | $59 | $18 yearly | Fee list |
| Vermont | $155 | $45 yearly | Fee list |
| Virginia | $100 | $50 yearly | Fee list |
| Washington | $200 online | $60 yearly | Fee list |
| West Virginia | $100 | $25 yearly | Fee list |
| Wisconsin | $130 online | $25 yearly | Fee list |
| Wyoming | $100 | $60 minimum yearly | Fee list |
Do it yourself or use a service?
Filing yourself costs only the state fee. A formation service files for you, and the paid plans add the EIN, an operating agreement template and reminders for yearly reports. Here is what the main services list on their own pricing pages:
| Service | Price | What you get |
|---|---|---|
| File it yourself | $0 | State fee only. You get the EIN free from the IRS |
| ZenBusiness | Starter $0, Pro $199, Premium $299 | Pro and Premium include the EIN and an operating agreement. Registered agent is $199 a year extra |
| Northwest Registered Agent | $39 | Filing plus a business address, domain and website. Registered agent service is $125 a year on its own |
| LegalZoom | Basic $0, Managed $249+, Expert $999+ | Managed adds the EIN and operating agreement. Expert adds 30 days of attorney or accountant access |
| Bizee | $0 and up | One year of registered agent included with any package |
Watch the renewals. Some paid plans renew every year, and a "$0" plan can add paid extras at checkout. If you have partners or investors, a lawyer-drafted operating agreement is worth more than any package.
Things that are different for a restaurant
- The lease will still be personal. Landlords and lenders usually ask the owners to sign a personal guarantee. The LLC limits other debts and claims, but not the ones you guarantee yourself. Read the guarantee before you sign it.
- The liquor board looks at the owners. Liquor license applications usually ask for the owners above a set share. New York, for example, wants the managing member and anyone with 10% or more, with fingerprints. Add a partner later and you may have to file again.
- Insurance still matters. The SBA notes that an LLC protects you from personal liability "in most instances", and it recommends business insurance as well. A slip-and-fall claim goes to your general liability policy first.
- S corporation tax status. Once the restaurant makes a steady profit, an LLC can elect to be taxed as an S corporation with IRS Form 2553. Ask your accountant whether payroll tax savings beat the extra cost.
- No federal ownership report for U.S. LLCs. FinCEN now exempts companies formed in the U.S. from beneficial ownership (BOI) reporting.
Common questions
How much does it cost to form an LLC for a restaurant?
The state filing fee runs from $35 in Montana to $500 in Massachusetts, and most states charge $50 to $200. Some states add a yearly fee or tax, such as California's $800 minimum franchise tax. The EIN from the IRS is free.
Do I need an LLC to open a restaurant?
No. You can open as a sole owner. But most owners form an LLC or corporation before signing a lease, so the lease, licenses and bank account are in the business's name and personal assets have some protection.
Can I be my own registered agent?
Yes, in every state, if you have a street address in the state and are there during business hours. Many owners use a service so legal papers do not arrive at the restaurant in front of staff.
Which states make you publish a notice?
New York requires a notice in two newspapers for six weeks, which often costs $500 to $1,500 or more. Arizona and Nebraska also require a newspaper notice. Arizona exempts Maricopa and Pima counties.
Sources
- SBA: Register your business (registered agents, EIN)
- SBA: Choose a business structure
- IRS: Apply for an EIN online
- IRS: About Form 2553 (S corporation election)
- FinCEN: Beneficial ownership information
- California FTB: LLC tax and fee
- Delaware: LLC annual tax
- Bond Schoeneck & King: New York liquor authority ownership disclosure
- ZenBusiness pricing, Northwest pricing, LegalZoom pricing, Bizee
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