How to Start an LLC in Maryland: Fees, Filings and Annual Requirements

The filing fee for Articles of Organization for a Maryland LLC is $100 (standard processing, 6 to 8 weeks). The Articles of Organization instructions list expedited filing at $150 (7 to 14 business days) and same-day filing at $425 for online submissions or $525 for paper submissions (drop box or in-person delivery). Online payments through Maryland Business Express carry a 3% service/convenience fee.

File Articles of Organization with the Maryland State Department of Assessments and Taxation (SDAT), online through Maryland Business Express or by mail or drop box. The articles state the LLC's name, principal office address in Maryland, and resident agent's name and Maryland address (business purpose is optional), are signed by at least one authorized person, and include the resident agent's signed consent. SDAT lists standard processing as 6 to 8 weeks.

The name must include "Limited Liability Company," "LLC," "L.L.C.," "LC" or "L.C." and must be distinguishable from other active businesses on file with SDAT. Reserving an LLC name costs $25 (plus $20 for expedited service).

Maryland calls the registered agent a "resident agent." Every LLC must name a resident agent with a physical Maryland address (P.O. boxes are not accepted), and the agent must sign a consent to serve. SDAT's instructions say a resident agent must be either an individual who lives in Maryland and is at least 18 years old, or an active Maryland LLC or corporation. The fee to file a notice of change of principal office, resident agent or resident agent's address is $25.00 per LLC; there is no fee for a resident agent to resign.

Every Maryland LLC (and every foreign LLC registered in Maryland) must file the Business Entity Annual Report (Form 1), which includes the business personal property return, by April 15 each year; a 60-day extension can be requested online. The filing fee for a domestic or foreign LLC is $300 (SDAT-certified family farms pay $100). A return postmarked after April 15 receives an initial penalty of 1/10 of one percent of the county assessment, plus interest of 2% of the initial penalty for each 30 days or part of 30 days it is late. Failure to file results in forfeiture of the LLC's right to do business in Maryland.

Maryland law allows the members to enter into an operating agreement, not inconsistent with the articles of organization, to govern the LLC's affairs, the conduct of its business and the members' relations. The initial operating agreement must be agreed to by all persons who are then members, and unless the articles of organization specifically require otherwise, the operating agreement need not be in writing.

A trade name is registered with SDAT using the Trade Name Application (Registration); the fee is $25.00 (expedited service is an additional $50.00). A trade name filing is effective for five years from acceptance and may be renewed for another five years during the last six months of that period; if it is not renewed, the Department forfeits the trade name.

A business that will make sales in Maryland needs a sales and use tax license from the Comptroller of Maryland. New business tax accounts, including the sales and use tax license, are registered through the Combined Registration Application, which can be completed online.

An out-of-state LLC registers with SDAT using the Foreign Limited Liability Company Registration form; the filing fee is $100. It must be accompanied by written proof of existence from the home state (equivalent to a certificate of good standing) issued within the last 60 days. If the LLC did business in Maryland before registering, a $200 penalty must accompany the registration.

To terminate a Maryland LLC, file Articles of Cancellation with SDAT. The filing fee is $0 for non-expedited processing or $50 for expedited processing. The articles name a Maryland resident agent who will serve for one year after termination, list the members designated to wind up the LLC's affairs (or all members), and state either that notice of termination was sent by registered mail to all creditors (at least 19 days before filing) or that the LLC has no known creditors. A foreign LLC files a Certificate of Cancellation of Registration ($0).