A Wisconsin LLC operating agreement is a legal document that establishes the way a limited liability company (LLC) in Wisconsin will operate. The document refers to the ownership structure, policies, and procedures the LLC will implement. Every member should keep a copy on file.
By Type (2)
Single-Member LLC Operating Agreement
Multi-Member LLC Operating Agreement
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How to Form an LLC in Wisconsin
- Filing fee: $130 (online filings), $170 (paper filings)
- Processing time: 5 business days
1. Choose a Name
The first step in the process of registering an LLC in Wisconsin is to search the corporate records to determine whether a chosen name is available for use.
2. Choose an LLC Type
Domestic LLC – For an LLC located within Wisconsin.
- Online Filing – Online portal.
- Paper Filing (Form 502) – Complete the Articles of Organization form and send along with filing fee to State of WI-Dept. of Financial Institutions, Division of Corporate and Consumer Services, 4822 Madison Yards Way, North Tower, Madison, WI 53705.
Foreign LLC – For an LLC located outside Wisconsin.
- Online Filing – Online portal.
- Paper Filing (Form 521) – Complete the form and send with filing fee to State of WI – Dept. of Financial Institutions, P.O. Box 93348, Milwaukee, WI 53293. Make checks payable to the Department of Financial Institutions.
3. Post-Formation
- LLC Operating Agreement – This agreement will codify the company’s policies, procedures, and plans.
- Federal Employer Identification Number (FEIN) – Select “Apply Online Now” in Step 3. See Publication 15 for a guide to paying tax as an employer in 2022.
Name Reservation
- Filing fee: $10
The State of Wisconsin allows a person to reserve a name for an LLC for up to 120 days (§ 181.0402).
- Paper Filing (Form 1) – Complete the Name Reservation Application and send it to State of WI-Dept. of Financial Institutions, Box 93348, Milwaukee, WI 53293-0348, together with a check for the filing fee, payable to the department.
Renewing an LLC (Annual Report)
- Filing fee: $25 (domestic LLCs), $80 (foreign LLCs)
In Wisconsin, LLCs are required to deliver an annual report each year following the calendar year in which the company is established (§ 180.1622).
- Online Filing – Log in using the LLC’s name or entity ID to file an annual report online.
- Paper Filings (Form 5-I) – Send completed annual report and filing fee to State of WI-Dept. of Financial Institutions, P.O. Box 93348, Milwaukee, WI 53293.
Dissolving an LLC
Filing fee: $20
An LLC can be dissolved with the filing of Articles of Dissolution with the Department of Financial Institutions (§ 180.1403).
- Online Form (Form 510) —This form dissolves or terminates an LLC; there is a $20.00 filing fee and any additional fee.
Statutes
“LLC Operating Agreement” Definition
“Operating agreement” means the agreement, whether or not referred to as an operating agreement and whether oral, implied, in a record, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in s. 183.0105 (1). The term includes the agreement as amended or restated.