Form Your LLC

How to Form an LLC in Nebraska: Steps and Fees at the Secretary of State

Nebraska creates an LLC when the Secretary of State, Business Services Division files your Certificate of Organization. That name matters: Nebraska does not use "Articles of Organization." The authority is Neb. Rev. Stat. § 21-117 of the Nebraska Uniform LLC Act, and the filing fee, set by § 21-192(1)(a), is $100 filed electronically or $110 in office. One more Nebraska quirk up front: state forms carry no form numbers, so there is no number to hunt for, just the Certificate of Organization PDF on sos.nebraska.gov or the eDelivery upload. The bigger picture is on the formation guide; the steps below are the doing.

Nebraska LLC Formation Steps

  1. Clear the name. Search your name against existing records with the Business Entity Search at sos.nebraska.gov. It needs a designator ("Limited Liability Company," "LLC," "L.L.C.," or "Ltd. Liability Co.") and must be distinguishable from what is already on file. A reservation filing can hold a name you are not ready to use; if you are filing now, the Certificate itself claims it.
  2. Line up your registered agent and designated office. Under Neb. Rev. Stat. § 21-113 the LLC maintains a designated office in Nebraska (it need not be where you actually work) and an agent for service of process: a Nebraska-resident individual or an entity with authority to transact business in the state, at a street address.
  3. Prepare the Certificate of Organization. It states the LLC name, the designated office street address, and the agent's name and Nebraska street address. Statutory backing per § 21-117: one or more organizers sign and deliver it to the Secretary of State for filing.
  4. File it. Upload through the SOS Corporate Document eDelivery system for the $100 electronic fee, or hand it in for $110. The filing document page walks through each field.
  5. Publish your notice of organization. Nebraska requires a new LLC to publish a notice of organization in a legal newspaper of general circulation near its designated office, then file the proof of publication with the Secretary of State. The newspaper bills at its own rate, so pricing varies by county.
  6. Put an operating agreement in writing. The state never sees it, but it overrides Nebraska's statutory defaults on splits and decision-making before those defaults surprise you.
  7. Get the EIN. Free at irs.gov, and the bank will want it.
  8. Open the account and register for taxes. Banks ask for the filed Certificate, EIN letter, and often the operating agreement. Register with the Nebraska Department of Revenue if you will collect sales tax or withhold for employees; Nebraska has no franchise tax to register for.

The Document Is a Certificate of Organization

Plenty of national guides mislabel Nebraska's filing as "Articles of Organization" because most states use that name. Nebraska's statute and its official form both say Certificate of Organization. The official form header states the fee: $110 in office, $100 online, citing Neb. Rev. Stat. § 21-117.

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FAQ

Does Nebraska require newspaper publication?

Yes. New Nebraska LLCs publish a notice of organization in a qualifying legal newspaper and file proof of publication with the Secretary of State. Budget for the newspaper's own charge on top of the state filing fee.

Do I need a lawyer to file?

No. The Certificate of Organization is short, and eDelivery is built for self-filers. Where a lawyer earns their fee is a multi-member operating agreement with real money behind it.

When is my first biennial report due?

The first odd-numbered year after the year you form, between January 1 and April 1. Form anytime in 2026 and your first report window is January 1 to April 1, 2027.

Is there a form number for the Certificate of Organization?

No. Nebraska Secretary of State forms are unnumbered; identify the form by its title.

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