New Hampshire: Domestic LLC Formation Filing Requirements
The short answer
A New Hampshire LLC files a Certificate of Formation stating its compliant name, a specific primary business or purpose, registered agent and New Hampshire registered office, and whether management is vested in managers. One or more authorized persons deliver the certificate, and the signer states a name and capacity. Manager or member names are optional on current Form LLC-1. Filing costs $100 on paper or $102 when paid electronically. The LLC forms on filing or a stated effective date up to 90 days later. No publication or one-time initial report is required.
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This is the general rule in New Hampshire. Ezel applies current New Hampshire law to your specific facts and answers with citations to the statutes.
| Governing law and filing record | New Hampshire Revised Limited Liability Company Act, RSA ch. 304-C; Secretary of State Certificate of Formation, Form LLC-1, for ordinary domestic LLC (§ 304-C:31) |
|---|---|
| Organizer and signature | 1+ authorized persons deliver. Manager, member if no manager, fiduciary, or—unless the operating agreement says otherwise—any authorized person may sign; state signer name/capacity (§§ 304-C:28, :31) |
| Required entity and purpose terms | Compliant LLC name; specific primary business nature or purpose required—current form rejects only “any lawful activity.” No duration field (§§ 304-C:21, :31–:32; LLC-1) |
| Addresses and service fields | Registered-agent name/address and identical New Hampshire registered-office street address required. Principal office/mailing, phone, email, and reminder election are optional (§§ 304-C:31, :36; LLC-1) |
| Management and owner disclosure | Mandatory member- versus manager-management election. Current form makes manager/member names, business addresses, and titles optional; no ownership percentages (§ 304-C:31; LLC-1) |
| Optional and restricted provisions | May add other information and any other matters members or managers choose, subject to lawful-purpose limits. Extra pages allowed (§§ 304-C:21, :28, :31; LLC-1) |
| Filing method, fee, and attachments | Online or 1-original paper filing. $100 base fee; electronic payment adds $2, so $102 online. No ordinary attachment; paper must be black ink on 8.5×11-inch paper (§ 5:10-a; SOS/LLC-1) |
| Formation and effective date | Formed at filing, electronic acceptance, a later time that day, or specified delayed date/time ≤90 days; no-time delayed date is effective at close of business (§§ 304-C:29, :31) |
| Publication and initial follow-up | No formation publication or one-time initial report under current Act/form. Annual reporting ordinarily starts Jan. 1–Apr. 1 after the formation year; Dec. 1–Apr. 1 formations skip that current-year report (§ 304-C:194) |
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Requirements one by one
Governing law and filing record
New Hampshire forms an ordinary domestic LLC under RSA chapter 304-C by filing
a Certificate of Formation, Secretary of State Form LLC-1. Section
§ 304-C:31 supplies the formation route and required contents.
Organizer and signature
One or more authorized persons deliver the certificate. New Hampshire does not
condition that role on becoming a member. Under § 304-C:28, the filing may be
signed by a manager, by a member if the LLC has no manager, by a fiduciary, or—
unless the operating agreement provides otherwise—by any authorized person,
including an attorney-in-fact. The authorization need not be written, sworn,
acknowledged, or filed, though a written authorization must be retained.
The signer states a printed name and capacity. Current LLC-1 normally routes
the signature to a manager or member but expressly points to the statute's
alternative signatures.
Required entity and purpose terms
The name must meet § 304-C:32, including an LLC designator. The certificate
must describe the primary nature of the business or its purpose. Current LLC-1
will not accept “any lawful activity” by itself; it requires a descriptive word
or phrase. The lawful-purpose baseline and excluded business categories appear
in § 304-C:21.
Neither the statute nor current LLC-1 requires a duration term.
Addresses and service fields
The certificate states the registered office's address and the registered
agent's name and address. Under § 304-C:36, the agent's residential or business
office must be identical with the registered office. Current LLC-1 requires a
New Hampshire street address.
The form labels principal-office and principal-mailing addresses, business
phone, business email, and the email reminder election as optional principal
business information. If no principal office is given, the instructions say
the registered-agent address will be used.
Management and owner disclosure
The certificate must say whether management is vested in managers. Current
LLC-1 accepts only “is” or “is not” for that line. The separate manager/member
table is optional: the form asks filers to list the people they wish to place
on record. No ownership percentages are requested.
Optional and restricted provisions
Sections § 304-C:28 and § 304-C:31 permit additional information and any other
matters the members or managers decide to include. LLC-1 allows extra pages when
more space is needed. Added provisions remain subject to the Act's lawful-
purpose limits.
Filing method, fee, and attachments
The Secretary of State accepts online filing or one original paper certificate.
Paper must be printed or typed in black ink on 8.5-by-11-inch paper. The base
fee is $100. RSA § 5:10-a adds $2 whenever the fee is collected
electronically, making the standard online charge $102.
An ordinary LLC needs no substantive attachment. Additional pages are used only
when the filer chooses to include more matter or needs more space.
Formation and effective date
Under § 304-C:29 and § 304-C:31, the LLC normally forms when the certificate is
filed—or when the state database accepts an electronic filing. A record may
instead state a later time on the filing date or a delayed effective date and
time no more than 90 days after filing. If a delayed date has no time, the
record takes effect at close of business.
Current paper LLC-1 has no dedicated delayed-date field, so a filer seeking a
delay should confirm the Secretary of State's current custom-filing or
attachment procedure.
What trips people up
The purpose line must be specific enough to describe the primary activity. The
statute permits lawful purposes subject to listed exclusions, but the current
form expressly rejects a bare “any lawful activity” clause.
Manager or member identity disclosure is optional on LLC-1 even though the
member-versus-manager management election is mandatory. Anything voluntarily
listed becomes a public record.
New Hampshire requires no formation newspaper notice or separate one-time
initial report. The recurring annual report is generally due between January 1
and April 1 after the formation year under § 304-C:194. A company formed from
December 1 through April 1 is not required to report during that current
reporting year.
Common questions
Must the authorized person become a member?
No. Section 304-C:31 uses “authorized persons,” and § 304-C:28 separately
allows any authorized signer unless the operating agreement provides otherwise.
Must the certificate list the managers or members?
No. It must state the management structure, but current LLC-1 describes the
manager/member identity table as a list of people the filer wishes to place on
record.
Can the certificate use a delayed date?
Yes. The statute permits a date and time up to 90 days after filing, although
current paper LLC-1 has no dedicated field for it.
Statutes and sources
- RSA §§ 304-C:21, :28–:29, :31–:32, :36, and :194 — lawful-purpose
boundaries, filing and signature rules, required and optional certificate
contents, name, identical agent/office, legal formation time, 90-day delay,
and later annual-report timing.
https://gc.nh.gov/rsa/html/XXVIII/304-C/304-C-mrg.htm (accessed July 29,
2026). - RSA § 5:10-a — $2 electronic-payment handling charge.
https://gc.nh.gov/rsa/html/I/5/5-10-a.htm (accessed July 29, 2026). - New Hampshire Secretary of State LLC forms page and Form LLC-1 (10/2018)
— current filing route, base fee, paper requirements, purpose instructions,
optional principal and manager/member information, signature, extra pages,
and public-record notice.
https://www.sos.nh.gov/corporations-0/forms-and-fees/limited-liability-companies
and
https://www.sos.nh.gov/sites/g/files/ehbemt561/files/documents/2023-12/form_llc-1_-10-2018.pdf
(accessed July 29, 2026).
Source links
Every statute quoted above, linked, with the date we checked it.
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