The Maine LLC operating agreement is a legal document that would be utilized by managing members or sole proprietors for the purpose of establishing the policies, procedures, and other aspects of the business, no matter the size of the entity. The State of Maine, unlike many states, will in fact require that all companies complete and file the document with the Secretary of State in order to operate/do business within the State. There will be a $175.00 fee to file the form, once it has been completed and notarized.
The document will provide much needed protections (i.e. the creation of separation between the personal and financial accounts and assets of the members or owners from those of the business, thus protecting the member(s) in the event of failures in the business, bankruptcy, or any type of litigation). Implementation of the document would also provide tax benefits that would be available once the document is in place.
The sole proprietor/managing members should carefully review the entire document prior to completion to ensure that they understand the information contained. In the event that further legal direction is required, the sole owner or member managers may elect to consult with an attorney.
Table of Contents
Multi-Member – For use by companies that will have more than one (1) member managing the company. The document would ensure that all of the appropriate information is provided to the State of Maine for proper implementation.
Single-Member – For use by a sole proprietor to properly establish all requirements by the state and to ensure that all of the benefits of the implementation of the document will also be in the best interest of the owner and the business.
Begin by conducting a of the Maine Secretary of State’s records to confirm that the name you’ve selected for your business is available and not similar to the name of another registered entity. You may proceed onto the LLC filing process after confirming the availability of the name.
Step 1 – Choose a Registered Agent
The Registered Agent may be an:
- Individual resident of the State
- Commercial entity legally transacting business in the State
A Registered Agent is a representative of the entity that is authorized to receive annual state filings, service of process notices, or any other legal demand served on the LLC.
Step 2 – LLC Type
If you are creating a new LLC, formed within the State, it is considered a Domestic entity. Alternatively, an LLC formed outside the State is labeled as a Foreign Entity. Download and complete the following PDF application specific to your entity type:
*Foreign applications must include a Certificate of Existence, or similar document, to prove the validity of the LLC.
Step 3 – Supply the Filing Fee
Enclose a check or complete the Credit Card Voucher to provide payment for the filing fee. The requisite fees are as follows:
- Domestic – $175
- Foreign – $250
Once you have attached the filing fee, deliver your filing package to the following address:
Secretary of State, Division of Corporations, UCC, and Commissions, 101 State House Station, Augusta, ME 04333-0101
Step 4 – Operating Agreement
LLC managing members are required to file an operating agreement with the Secretary of State after successfully filing for formation. The form is used to standardize the management structure, operating procedures, policies, and any other provision established by the ownership.
Step 5 – Employer Identification Number (EIN)
An Employer Identification Number (EIN) should be obtained directly after filing your LLC. This unique number is used for the purpose of reporting tax information to the Internal Revenue Service. To apply, complete the or submit Adobe PDF Form SS-4 through the mail.
Step 1 – Download the document and submit the name of the company at the top of the form.
Step 2 – The Agreement – Enter the date of effectiveness in dd/mm/yyyy format
- Select the applicable box and check it
- Provide all required information
- Single-Member – Enter the name of the company and the state of residence. Submit the owner’s name and business address
- Multi-Member – Enter each member’s name and address
Step 3 – Name and Principal Place of Business –
- Submit the registered name of the company
- Provide the business address
- The city of the physical location of the business
Read the remaining information and enter any other required information:
- Enter the date of formation (dd/mm/yy)
- Read the information contained in the following titles:
Member Capitol Contributions –
- Select the box that shall apply to the business type
- Single-Members – Review the information in this section
- Multi-Members – Enter each member’s name and individual contribution
Distributions – Members shall review the information under this title.
- Check the appropriate box
- Single-Members – Review the information contained within
- Multi-Members – Enter each member’s name and Percentage of Interest
- Members must proceed by reviewing the remaining information
Step 4 – Books, Records and Tax Returns –
- Check the box that shall apply
- Read the information beyond the checked box
Continue by conducting a review of the following titles:
- Bank Accounts
- Management of the Company
- Select and check the applicable box
- Single-Member – Read the information contained in this section
- Multi-Members – Read the information and continue
- Submit limits/maximums into each line provided
Step 5 – Titled Sections – Check the box, if applicable, and read the following:
- Meetings of Members – Submit an annual member meeting date
- Assignment of Interests
- Ownership of Company Property (Single-Member only)
- Right of First Refusal
- Admission of New Members
- Withdrawal Events
- Dissolution and Liquidation – Check the appropriate box and read the information
- Representations of Members
- Certificates Evidencing Membership (Multi-Member) – Provide a company name and submit an effective date (dd/mm/yyyy)
- Indemnification – Sole Proprietors/Owners
Step 6 – Signatures –
- Date the execution of the agreement
- Provide the signature of a company representative
- Members must provide signatures to finalize the document
When the document is complete, members must acquire copies for the personal records.