Millennials are now the generation that makes up the largest segment of the U.S. labor force. One in 3 workers are part of this 53.5 million-strong cohort. This means they're also entering the prime years for starting new businesses. A 2014 survey of 1,000 millennials by Bentley University found that almost two-thirds dream of launching their own startup.
These "digital natives" grew up surrounded by information technology and recognize its potential to lower barriers to entry. A century ago, automobile entrepreneurs required large factories, long supply chains and many employees. Today, entrepreneurs can disrupt an industry with a software app. Consider the impact of Uber on the taxi business.
For millennial entrepreneurs, these should be the best of times. The Kauffman Foundation, in its 2015 State of Entrepreneurship Address, reported that millennials are better educated, particularly about entrepreneurship, than past generations. Roughly 37% of 25- to 29-year-olds have a bachelor's degree or higher. In 2013, U.S. colleges and universities filled more than 5,000 entrepreneurship classes with over 400,000 students.
But the Kauffman report also noted that new business creation has generally drifted downward since 1978 and remains 27% below its 2006 level. Worse, new firm survival rates are down. The report's authors attributed these declines to the lingering effects of the Great Recession and student loan debt. Their conclusion: "Millennials can't afford to be entrepreneurs."
Why entrepreneurs need LLC protection
In this environment, entrepreneurs who make it to the startup phase can't afford to let business debts become personal liabilities. Millennials, who grew up accustomed to 24/7 social media connections, need to be aware of this distinction.
The internet, email and mobile devices have blurred the boundaries between work and home, the professional and personal. These characteristics make millennials temperamentally suited for entrepreneurship, but at risk of blurring the lines between business and personal liabilities.
A limited liability company, or LLC, is a legal structure that separates the liabilities of a business from the personal liabilities of its members. An LLC may have a single member or multiple members, which can be individuals, partnerships, corporations or even other LLCs.
LLCs are popular because they offer the liability protection of a corporation but require less record-keeping. They also offer flexibility in how business income, which is "passed through" to members, is treated for tax purposes. LLC members pay self-employment taxes (Medicare and Social Security) on the net income of the business. Internal Revenue Service Publication 3402 outlines tax treatment of LLCs. Your accountant can offer further guidance. [Read related article: How to Pay LLC Taxes]
For some startups, a partnership, cooperative or corporation may be best, but for most, an LLC is the simplest, least expensive way to protect personal assets. The U.S. Small Business Administration (SBA) offers detailed information on choosing a business structure. Your lawyer can help you decide.
Estimating your LLC startup costs
Budgeting startup costs is essential, since running out of cash can be deadly. In a recent survey of more than 100 failed startups, insufficient capital was the second leading cause of failure. Costs vary significantly, depending on your business. Do you need to rent space, or can you work from home? Do you need to hire employees, or are you working solo? Does your business require raw materials, inventory or equipment?
You can manage some costs – lease instead of purchase, buy used instead of new – but others are both unavoidable and variable. While state laws governing LLCs are fairly consistent, filing costs to register an LLC vary dramatically, ranging from just $40 in Kentucky to $500 in Illinois and Massachusetts. That is more than a tenfold difference.
Finding out your state's fee is easy, thanks to a national map of LLC startup fees posted by the online MBA degree program at the University of North Carolina at Chapel Hill. The site also lists links to each state website. These resources help you prepare for the cost and filing process in your state.
Additional licenses, permits or certifications may be required, depending on your state, locality and industry. Different agencies may oversee hairdressers and restaurants, for example. Investigate your business requirements with the SBA's links to federal and state licensing and permitting agencies.
How to start an LLC
Regulatory details vary by state, but there are common steps that all states require to form and file an LLC.
1. Choose a unique name.
States require registered LLCs to have unique names, which must include a term like "LLC" or "limited liability company" to make your legal status clear to those with whom you conduct business. Certain words, such as "bank" or "insurance," may be disallowed, since these businesses are prohibited from forming LLCs.
State websites usually provide a searchable database of existing names to ensure your choice is available. Here, again, the state-by-state links compiled by UNC's online MBA program will help you. Your LLC name may differ from your "doing business as" name, but you may be required to register trade names with your state, and you should plan to include your LLC name on items such as contracts, invoices and checks.
2. File articles of organization and other LLC documents.
The primary LLC filing document is known as "articles of organization." At a minimum, it lists the business name, registered agent, mailing address and names of all LLC members.
It may require your business purpose and duration. Which agency handles LLC filings varies by state. It may be your state's department of commerce, division of corporations or secretary of state. Use the links included with the UNC map to locate your state agency.
Some states require a separate "operating agreement," similar to corporate bylaws. Operating agreements are a good idea in any case. They specify each member's percentage interest in the business, how profits and losses are allocated, and what happens if a member leaves the business. The SBA offers advice on what to include. Without an operating agreement, single-member LLCs in particular are more vulnerable to lawsuits seeking to convert business debts to personal liability.
3. Choose a registered agent.
Most states require LLCs to designate an in-state registered agent, sometimes referred to as a statutory agent. A registered agent agrees to accept legal documents such as lawsuits or subpoenas on behalf of the LLC, and then ensure those documents reach the appropriate person. You or another member of the business may act as a registered agent, or you can hire a commercial registered agent.
4. Prepare an LLC operating agreement.
An LLC operating agreement establishes guidelines for how your company will be run. This agreement typically includes key information such as your LLC's purpose and key members, allocation of funds, and how the business will be governed.
Your operating agreement should also account for potential future challenges, such as what to do if a member leaves the business or the company needs to be dissolved. While an LLC operating agreement isn't typically filed by the state and may not be required by law, it's a useful document for your reference.
5. Comply with tax requirements.
Your LLC may be subject to additional tax and regulatory requirements, including the following:
- Employer Identification Number: Any LLC with more than one member must obtain its own IRS Employer Identification Number, even if it has no employees. For a single-member LLC, you only need to obtain an EIN if you plan to hire employees, or if you choose to have your LLC taxed as a corporation rather than a sole proprietorship.
- Business licenses: Your LLC may need to obtain specific local and state licenses, depending on its location as well as what kind of business it is. You will need to check with the appropriate state agencies to ensure you have proper licensing and registration to conduct business.
- Sales and employer taxes: If you have employees or are collecting sales tax on sold goods, you need to report this and register with your state taxing authority.
6. File annual reports.
Most states require LLCs to file an annual report and pay a filing fee, as well as an annual or biennial fee to remain compliant. The rules and fees vary by state, so be sure to check your state's requirements.
7. Announce your new LLC.
In some states, you must announce your LLC filing in a newspaper. Your local SBA office can advise you about this requirement, and your local newspaper can quote you the rates for public notices in its classifieds.
Millennial entrepreneurs today enjoy educational and technological advantages, but they also face an uncertain economy, rapidly changing markets and higher startup failure rates. Shielding personal assets from business liabilities is crucial. While forming a limited liability company cannot provide total protection, it offers substantial insurance and peace of mind for relatively small cost and effort.