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

The Secretary of State charges $50 for filing the original articles of organization and issuing a certificate of organization. All business filings are made online through the SOS Enterprise portal.

New Mexico business filings are made through the Secretary of State's online filing system, SOS Enterprise (enterprise.sos.nm.gov). After creating an account, choose "Forms," select the Business tab and the business type, and follow the filing wizard. A signed Registered Agent Statement of Acceptance must be uploaded as a PDF. Fees vary by entity type and are shown in each form's description; they are paid by credit or debit card (a convenience fee applies) or electronic check, and are non-refundable. The office emails the filer once the application is approved, rejected, or sent back for correction, and the status can be tracked in the account's work queue.

The name must contain "limited liability company," "limited company," "L.L.C.," "LLC," "L.C." or "LC" ("limited" may be abbreviated "ltd." and "company" "co."). It must be distinguishable from other LLCs, limited partnerships and corporations on record and from reserved names. If the LLC will do business under a different name, that name must also be stated in the articles of organization. Reserving a name costs $20.

A New Mexico LLC must keep a registered office in New Mexico and a registered agent that is a New Mexico resident or a domestic or authorized foreign business entity with a place of business at the registered office. When registering online, the filer uploads the agent's signed Statement of Acceptance. Filing a change of registered office or agent costs $20.

New Mexico's Taxation and Revenue Department says a limited liability company taxed as a corporation under the Internal Revenue Code is treated as a "corporation" for New Mexico corporate income tax. Corporations that have or exercise a corporate franchise in New Mexico are subject to a $50 annual franchise tax, reported on Form CIT-1.

New Mexico's LLC Act defines an operating agreement as "a written agreement providing for the conduct of the business and affairs of a limited liability company and that agreement as amended in writing."

New Mexico has a gross receipts tax rather than a traditional sales tax. Anyone who engages in business in New Mexico must register with the Taxation and Revenue Department and receives a New Mexico Business Tax Identification Number, used for gross receipts tax, compensating tax, withholding and related accounts. Registration is done online ("Apply for a New Mexico Business Tax ID"). The Department says there is no fee to register or obtain a Business Tax Identification Number.

Before doing business in New Mexico, an out-of-state LLC must register with the Secretary of State by filing an application for registration with a certificate of good standing from its home state that is current within 30 days. The registration fee is $100; an amendment is $50 and a cancellation is $25.

When a New Mexico LLC dissolves, the people winding up its affairs sign and file articles of dissolution with the Secretary of State, stating the LLC's name, its filing dates, the event causing dissolution, and who has authority to wind it up. The filing fee is $25.