Legal Documents Needed to Start a Business

January 24, 2021
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If you’re starting a business, you can’t simply hang up a sign and start selling your products or services. Naturally, there are legal requirements you must satisfy before you can get to work. And this involves a lot of documentation. 


So, what are the steps you must take and the legal documents needed to start a business? Below, we’ll break this all down, including:


  • Designating your legal entity 
  • Registering the business
  • Publicizing the company
  • Applying for an EIN 
  • Insuring your workers 
  • Opening a business bank account
  • Applying for licensing 

 

Step 1: Designate Your Legal Entity

For business tax and liability purposes, it’s important that you register your business entity at the local, state, and federal levels. Typically, you’ll choose from one of the major business structures, which we’ve previously covered in depth. What you choose will impact which business income tax form you have to file and the business’ overall liability profile. This will also influence your overall small business tax rate. 


In addition to paying a registration fee (usually less than $300), each of these business structures may have different legal requirements and documentation:  


  1. Sole proprietorship – According to NOLO, a sole proprietor doesn’t have to register with the state in order to operate. That said, there may be local registration, business license, or permit laws you must abide by to be considered legitimate. 


  1. Partnerships – Partners must draft and sign a partnership agreement. Since there are several kinds of partnerships, you must find the form that matches your business on your state’s Secretary of State website. 


  1. C Corps & S Corps – To form a corporation, you must file Articles of Incorporation with your state’s Secretary of State. Additionally, you will also need to set bylaws or resolutions if you want to do a C Corporation or an S Corporation. 


  1. LLCs – To form a limited liability company, you will need to file Articles of Organization as well as an operating agreement. 


Whether you select an LLC, corporation, or partnership, you’ll likely need to register the business in all states you will be conducting “business activities” within and pay that state tax, which is defined as


  • Your business has a physical presence in the state
  • You often have in-person meetings with clients in the state
  • A significant portion of your company’s revenue comes from the state
  • Any of your employees work in the state


Step 2: Register the Business

Depending on your business structure and location, you may be required to register a legal entity name, also known as a Doing Business As (DBA) name. This isn’t the same as your business’ actual name. So, you could operate as Razor’s Edge Data and Analytics, and the LLC may be registered as Raleigh NC Analytica, LLC.  


According to the California Guide to DBAs, filing a DBA makes the identity of the business owner under the fictitious name available to the public. 


Applying for the Business Name

To apply for a DBA (also called a fictitious business name), you must:


  1. Select a name that’s different from your corporate name (depending on your state).
  2. Search for name availability on the state’s fictitious name registry.
  3. Register the DBA through the DBA application (online or offline). 
  4. Publish the DBA name.


Step 3: Publicize the Company (If Required)

Depending on your legal entity and location of operation, you may be required to publicize the company, giving the public notice that you have filed a DBA. LLCs, for instance, have to announce their formation in local newspapers if they’re operating in Arizona, Nebraska, or New York.  


Be aware that each state’s requirements are different.


For example: In California, DBAs have to be filed with the county and the local county recorder’s office. After obtaining and filing the proper DBA registration forms, you’ll be required to publish a notice in an approved newspaper (the county can tell you which papers are allowed). Then, you must publish your DBA at least once per week for four consecutive weeks. After the fourth week, the newspaper will send a signed Proof of Publication affidavit. This proof must then be filed with the County Clerk’s Office within 30 days of the 4th publication. 


Failure to follow your state’s publishing requirements can result in:


  • DBA being revoked
  • Fines
  • Suspension of business license
  • Revocation of business license 


That said, most states don’t have this requirement. Therefore, it’s important to research the specific rules and requirements for your state when it comes to tax purposes.  


Step 4: Apply for an EIN

After registering the name, you may need to complete documentation to receive an Employer Identification Number (EIN). 


Also known as a Federal Employer Identification Number, an EIN is a unique nine-digit number the IRS assigns to business entities. When you file any type of federal tax return, they’ll use this number to identify you. Your federal tax return is basically a social security number for your business. 


Not every business is legally required to have an EIN. Although most will need it for tax purposes. Per the IRS, you are legally required to have an EIN if you answer yes to any of the following questions:


  • Do you have employees?
  • Do you operate as a LLC, C corp, S corp, or partnership? 
  • Do you file employment, excise, alcohol, tobacco, or firearms taxes? 
  • Do you withhold taxes on income (other than wages) paid to a non-resident alien?
  • Do you have a Keogh plan (tax-deferred pension)?


Sole proprietors can simply use their social security number (SSN) if they prefer; however, an EIN is necessary for opening up a business bank account, applying for business licenses, and hiring any future employees.  


To apply for an EIN, you’ll need to fill out an EIN application at IRS.gov


Step 5: Get Insurance for Your Workers

In most every state (besides Texas), business owners are legally obligated to provide their workers insurance coverage via workers’ compensation. 


Workers’ compensation protects your business and its employees should a workplace injury or illness occur. It protects you from a liability suit and comes with four major disability compensation programs


  1. Wage replacement benefits
  2. Medical treatment
  3. Vocational rehabilitation
  4. Other benefits 


The application process for workers’ compensation varies state to state. In some states, it’s provided by private insurance companies; in others, you can purchase it directly through the state government.


Step 6: Open a Company Bank Account

It’s important to separate your business expenses from your personal ones. Corporations and LLCs are required to build a company credit profile, but even if you’re operating as a sole proprietorship, opening a separate bank account for your business helps to control your finances. 


To open the account, you’ll need to choose a bank, file paperwork, provide your EIN, and provide a company resolution authorizing the account’s opening. 


Step 7: Apply for Licensing 

The licensing legal documents needed to start a business aren’t universal. Depending on your business and location, you may be required to apply for government permits or licenses as a small business owner. Federally speaking, you’ll be required to obtain a federal license or permit if your business activities are regulated by a federal agency. 


According to the Small Business Administration, these industries include: 


  • Agriculture 
  • Alcoholic beverages
  • Aviation
  • Firearms, ammunition, and explosives
  • Fish and wildlife
  • Commercial fisheries 
  • Maritime transportation
  • Mining and drilling
  • Nuclear energy 
  • Radio and television broadcasting
  • Transportation and logistics 


Similarly, the licenses and permits you may need to receive from the state, county, or city will largely depend on your business activities and the location of the business. Businesses that are commonly regulated locally include construction, plumbing, farming, and retail. 


Position Your Startup for Success

To get your business running, there are some critical legal hoops you may first need to jump through—these largely depend on your business structure, industry, and location. And understanding business taxes and the associated legal requirements are just one more thing to keep in mind when starting a business. 


Once you’ve passed this stage as a small business owner, it’s time to start optimizing and working on your company. To do this effectively, you need to have full control of your finances.


That’s where Ramp comes in. Ramp is the corporate card that’s built to help you succeed. With 1.5% cash back on every purchase and an integrated spend management platform, the Ramp card automates your accounting and lowers your bills. 


Check out the full extent of Ramp’s capabilities for startups.


Sources 

NOLO

IRS

California Secretary of State

California Secretary of State

U.S. Small Business Administration

Entrepreneur

California Franchise Tax Board

California Secretary of State

Orange County Registrar

IRS

US Department of Labor

U.S. Small Business Administration


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