When someone forms a new limited liability company (“LLC”), there are several decisions that must be made before the business is actually formed or the proper documents are filed with the Minnesota Secretary of State. Three necessary decisions must be made in advance:
- What should the business be called and what are the legal limitations?
- Where should the business be located?
- Should I own the business individually, or with my spouse?
The Name of the LLC
A common area of inquiry deals with naming your business and trademarks. You may not name your business a name that is trademarked. You also may not use a name that is already the name of a business registered with the Minnesota Secretary of State. You may search the Minnesota Secretary of State website to see if your name has already been registered by someone else.
Additionally, if your business is a limited liability company it must have “LLC” at the end of its name. It is your choice whether to put a comma before the “LLC” and is simply a matter of preference. The more traditional format is to use a comma. The more contemporary way is to not use a comma.
You must use the “LLC” at the end of its name to communicate to the public its limited liability nature, or you will not preserve its limited liability. If you do not want to refer to your business as an “LLC,” you may file an assumed name or a “doing business as” name with the Minnesota Secretary of State. You must also pay a filing fee and publish notice of this assumed name two times in a legal newspaper in the county of your business.
The Address of the LLC
You may use your physical home address as your business address if you wish. There may be zoning laws prohibiting certain residential properties from being used as commercial property, but the laws regulating Minnesota businesses permit a physical home address to be used for the business address.
Owning an LLC with a Husband or Wife
When going into business with a friend or acquaintance it is important to legally establish who owns the business in the filings and other documents of the business. However, when going into business with your husband or wife there are other considerations.
If you own a business individually and you are married, your business is considered marital property in the state of Minnesota. Under those circumstances, both you and your husband or you and your wife own that business. If you and your husband or wife divorce in the future, the business will be divided in the same manner as other marital property, regardless of whether it was only filed with one owner.