Fees
Washington LLC formation costs
$200 WA Certificate of Formation (one-time) + $71/yr WA Annual Report + $110/yr Seattle Business License (businesses under $100K gross revenue) + Seattle B&O Tax on gross receipts = ~$381 first-year state/city cost (before registered agent service). Washington has NO state income tax — one of only nine US states with no personal income tax. However, Washington (and Seattle) impose a Business & Occupation (B&O) tax on gross receipts — not on net income — making B&O tax planning a critical Seattle LLC obligation.
| Fee | Amount | Notes |
|---|---|---|
| Certificate of Formation filing fee (WA SOS) | $200 | One-time state filing fee payable to the Washington Secretary of State through CCFS at ccfs.sos.wa.gov. Compare: Oregon ($100), California ($70), Nevada ($75 + agent fee), Idaho ($100). Washington's $200 is standard for the Pacific Northwest commercial tier. Online processing is same-day to 2 business days — faster than most states. |
| WA Annual Report | $71/year | Due in the LLC's anniversary month each year. Filed online through CCFS at ccfs.sos.wa.gov. Failure to file results in administrative dissolution. Compare: California ($800/yr franchise tax), Oregon ($100/yr), Nevada ($350/yr), Massachusetts ($500/yr). Washington's $71 Annual Report is one of the lowest recurring annual fees among Pacific Coast states. |
| WA Business & Occupation (B&O) Tax | 0.291%–0.484% of gross WA receipts (by classification) | Washington's B&O tax applies to gross receipts from Washington business activities — not net income. Rate by classification: 0.471% (retailing), 0.484% (service and other activities), 0.291% (wholesaling/manufacturing). Registered with the WA Department of Revenue at dor.wa.gov. LLCs with annual B&O tax liability under $28/month may qualify for quarterly or annual filing. A B&O credit of $125/yr is available for small businesses — many startups pay little or no state B&O tax in their first years. |
| Seattle Business License + Seattle B&O Tax | $110/yr flat (under $100K gross) + Seattle B&O on gross receipts above $100K | Seattle requires all businesses operating within Seattle city limits with annual gross revenue over $20,000 to obtain a Seattle Business License. The flat license fee is $110/yr for businesses with taxable gross income under $100,000. For businesses exceeding $100K gross revenue, Seattle's Business License Tax includes a B&O tax component computed at rates by classification (similar to state B&O rates), assessed on the full gross income. Seattle's B&O surcharge effectively layers on top of the WA state B&O tax — combined effective B&O burden for a service LLC grossing $200K could be approximately 0.97% of gross ($200K × 0.97% = ~$1,940/yr). Register for the Seattle Business License at seattle.gov/license-and-tax-administration. |
| Name reservation (optional) | $30 | Reserves an LLC name for 180 days with the Washington Secretary of State through CCFS. Optional — most filers confirm availability and proceed directly to filing. |
| EIN application | Free | IRS Form SS-4 — free online at irs.gov/ein. No state fee. |
Requirements
What you need to know before filing
- Name must contain 'LLC', 'L.L.C.', 'Limited Liability Company', 'Ltd. Liability Co.', or 'Limited Liability Co.' — Washington accepts standard LLC designators under RCW Chapter 25.15.
- CALLOUT — NO STATE INCOME TAX: Washington is one of only nine US states with no personal income tax. LLC pass-through income is not subject to Washington state income tax at the member level. This is a significant advantage over California (up to 13.3%), Oregon (up to 9.9%), and New York (up to 10.9%).
- A registered agent with a physical Washington street address (no PO boxes) must be maintained at all times. The RA must be a Washington resident or a registered Washington business entity. Commercial RA services ($50–$150/yr) are commonly used by out-of-state owners.
- Certificate of Formation is filed with the Washington Secretary of State through the Corporations & Charities Filing System (CCFS) at ccfs.sos.wa.gov. Filing fee: $200. Standard online processing: same-day to 2 business days.
- WA B&O Tax (Business & Occupation Tax): Washington imposes a B&O tax on gross receipts from Washington business activities. This is a gross receipts tax — not an income tax — and applies even if the LLC has no net profit. Rates vary by classification: 0.471% (retailing), 0.484% (service and other activities), 0.291% (wholesaling/manufacturing). Register with the WA Department of Revenue at dor.wa.gov.
- Seattle Business License Tax (B&O Surcharge): Seattle imposes its own Business License Tax on businesses with taxable gross revenue over $20,000/yr operating within Seattle city limits. The Seattle Business License fee is $110/yr (flat) for businesses with gross income under $100,000. For businesses above $100K gross income, the Seattle B&O Tax is assessed at rates based on gross income classification — effectively doubling the state B&O obligation for Seattle-operating LLCs. Businesses earning under $20,000 gross in Seattle are exempt from the Seattle B&O tax but still require a $110 license.
- WA Annual Report: filed in the LLC's anniversary month each year. Fee: $71. Failure to file results in administrative dissolution. Filed through CCFS at ccfs.sos.wa.gov.
- An Operating Agreement is not required to be filed with the state but is strongly recommended under RCW 25.15.018 to govern member rights, voting, profit distribution, and dissolution.
- Seattle combined sales tax rate: approximately 10.25% (Washington state 6.5% + Seattle city 3.6% + other local rates). LLCs making retail sales in Seattle must register with the WA Department of Revenue and collect the full combined rate on taxable sales.
Documents
What you'll need to file
- Certificate of Formation — filed through CCFS at ccfs.sos.wa.gov. Requires LLC name (with valid designator), principal office address, registered agent name and WA street address, and organizer signature.
- Registered agent consent — RA must accept appointment and maintain a physical Washington street address. Must be a Washington resident or registered WA business entity.
- Operating Agreement — not filed with the state; governs membership percentages, voting rights, profit and loss allocation, and dissolution under RCW 25.15.018.
- Washington Business License Application — required to register with the WA Department of Revenue for B&O tax and retail sales tax. Available at dor.wa.gov. There is a $19 fee for the master business license.
- Seattle Business License — required for businesses with Seattle gross revenue over $20,000/yr. Obtained at seattle.gov/license-and-tax-administration. Annual fee: $110/yr (flat, under $100K gross revenue).
- WA Annual Report — filed each year in the LLC's anniversary month ($71 fee). Filed through CCFS.
- Business bank account documentation — EIN Confirmation Letter, Certificate of Formation, and Operating Agreement.
Registered agent
Who receives legal mail for your LLC
Required in every state.
- Required?
- Yes
- Who can serve
- Washington resident individual with a physical WA street address (no PO boxes) available during normal business hours, or a registered Washington business entity authorized to act as RA
- Can I serve myself?
- Yes
- Commercial RA cost
- ~$100/yr
Washington Certificate of Formation does not require member names on the public filing — only the registered agent name and address are publicly disclosed. Using a commercial RA service keeps your personal address off the CCFS public record and ensures reliable receipt of Annual Report reminders, legal process, and state mail. Out-of-state owners must use a commercial WA RA since Washington requires RA to be a WA resident or registered WA entity.
Renewing or switching? Compare standalone registered agent services — Northwest, Harbor Compliance, Registered Agents Inc., InCorp, and more.
Process
How to form a LLC in Washington
Sequential — each step gates the next.
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Search for name availability through the Washington SOS (CCFS) Use the Washington Corporations & Charities Filing System (CCFS) at ccfs.sos.wa.gov to confirm your desired LLC name is available and not confusingly similar to an existing WA entity. The name must include a valid LLC designator under RCW 25.15.006. Optional: reserve the name for 180 days ($30) while you prepare documents.
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Appoint a Washington registered agent Designate a registered agent with a physical Washington street address (no PO boxes) who is available during normal business hours to accept service of process. Washington requires the RA to be a Washington resident individual or a registered Washington business entity — out-of-state individuals cannot serve as WA RA. Commercial RA services ($50–$150/yr) ensure compliance and keep your personal address off the public record.
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File Certificate of Formation ($200) with the Washington Secretary of State File online through CCFS at ccfs.sos.wa.gov. The Certificate requires the LLC name, principal office address, registered agent name and WA street address, and organizer signature. Pay the $200 filing fee online. Standard processing: same-day to 2 business days — one of the fastest formation timelines among high-cost Pacific Northwest states.
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Draft an Operating Agreement An Operating Agreement governs member ownership percentages, voting rights, profit and loss allocations, management authority, capital contributions, and dissolution procedures under RCW 25.15.018. Not filed with the state but strongly recommended for all multi-member Seattle LLCs. For tech, real estate, and professional services firms in Seattle, a detailed OA is essential before taking on partners or investors.
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Obtain an EIN from the IRS Apply for an EIN at irs.gov/ein after the Certificate of Formation is approved. The online application takes under 15 minutes and provides the EIN immediately. Print the CP 575 EIN Confirmation Letter for bank account opening and state/city tax registrations.
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Register with the Washington Department of Revenue for B&O Tax Register your LLC with the WA Department of Revenue at dor.wa.gov to obtain a Washington Business License ($19 fee). This registration covers state B&O tax, retail sales tax (if applicable), and other state business taxes. Washington has no state income tax, but the B&O gross receipts tax applies to most business activities. LLCs earning under $12,000/yr in gross Washington income may qualify for the B&O small business credit.
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Obtain a Seattle Business License (if operating within Seattle city limits) All businesses with annual gross revenue over $20,000 operating within Seattle city limits must register for a Seattle Business License and pay the Seattle Business License Tax. Register at seattle.gov/license-and-tax-administration. The flat annual fee is $110/yr for businesses with taxable gross income under $100,000. Businesses exceeding $100K gross revenue owe Seattle B&O tax computed on gross receipts by classification — adding to the state B&O obligation. Filing is annual; the due date aligns with the calendar year.
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File WA Annual Report in your anniversary month ($71) Washington LLCs must file an Annual Report with the Secretary of State each year in the LLC's anniversary month. Fee: $71. File through CCFS at ccfs.sos.wa.gov. Failure to file results in administrative dissolution. Washington's $71 Annual Report is among the lowest recurring annual LLC fees on the Pacific Coast.
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Open a business bank account Bring your EIN Confirmation Letter, Certificate of Formation, and Operating Agreement to the bank. Seattle-area banks (Chase, Wells Fargo, KeyBank, Washington Federal, Banner Bank) require an EIN and formation documents. Maintaining a separate business account is the single most important step for preserving the LLC's liability protection and simplifying B&O tax calculations.
Annual obligations
What your LLC owes every year
Year-2+ costs most formation guides omit.
| Obligation | Due date | Fee | Consequence if missed |
|---|---|---|---|
| Washington Annual Report | In the LLC's anniversary month each year | $71.00 | Failure to file in the anniversary month results in administrative dissolution, making the LLC legally inoperative for contracts and banking until reinstated by filing delinquent reports and paying fees. |
| WA Business & Occupation (B&O) Tax — state | Monthly, quarterly, or annually (based on tax liability) | $0.00 | Failure to register or file WA B&O tax returns results in penalties, interest, and potential assessment of estimated tax by the WA Department of Revenue. B&O tax applies regardless of profitability. |
| Seattle Business License Tax — annual renewal | Annual (January 31 for the prior year; new businesses register within 90 days of start) | $110.00 | Operating in Seattle without a current Business License subjects the business to fines, back-taxes, and license suspension. The City of Seattle Office of Revenue and Tax Administration enforces compliance. |
Provenance
Statute basis & official sources
Last verified 2026-05-07.
Washington Limited Liability Company Act, RCW Chapter 25.15; Certificate of Formation: RCW 25.15.071; Registered agent: RCW 25.15.006; Annual Report: RCW 25.15.300; Operating Agreement: RCW 25.15.018; Washington B&O Tax: RCW Chapter 82.04; Seattle Business License Tax: Seattle Municipal Code Chapter 5.45; Seattle Business License: SMC 6.208; WA Department of Revenue registration: RCW 82.32.030; IRS guidance on single-member LLC disregarded entity treatment.
Direct filing portal: https://ccfs.sos.wa.gov/
If you skip the LLC
- Operating as a sole proprietor in Seattle without an LLC means unlimited personal liability — a business debt, client dispute, or premises injury can reach your personal assets (home, savings, vehicle).
- Without an LLC, the business name is not protected in Washington; another entity can register the same name as a WA LLC and force a rebrand.
- Operating in Seattle without a Business License (required above $20K gross revenue) exposes the LLC to fines, back-taxes, and license suspension assessed by the City of Seattle Office of Revenue and Tax Administration.
- Failure to file the WA Annual Report in the LLC's anniversary month results in administrative dissolution — the LLC loses its right to conduct business in Washington and must reinstate by filing delinquent reports and paying fees.
Formation context
Who should form in Washington?
- Recommended for
- Seattle-area entrepreneurs, tech founders, and small business owners who want no-state-income-tax treatment while operating in Washington; Pacific Northwest businesses in technology, e-commerce, professional services, real estate, and healthcare headquartered in the Seattle metro; Out-of-state investors establishing a Washington presence — understanding the WA B&O and Seattle B&O surcharge layers is critical before formation
- Tax treatment (default)
- Pass-through by default at the federal level: single-member LLCs are disregarded entities (Schedule C); multi-member LLCs are partnerships (Form 1065). Washington has no state income tax — LLC pass-through income is not taxed at the WA state level for individual members. Washington does impose a B&O gross receipts tax (0.291%–0.484% of gross receipts by classification) and Seattle adds its own B&O surcharge. No franchise tax. Washington's combination of no state income tax + B&O gross receipts tax creates a unique planning environment where revenue-stage businesses may pay more B&O relative to income-stage businesses.
For businesses physically operating in Seattle, forming directly in Washington ($200 formation + $71/yr Annual Report) avoids the dual-state cost of Wyoming or Delaware formation plus WA foreign qualification (~$200 foreign registration). Wyoming's charging-order protection and anonymous formation advantages are meaningful for holding structures — but for an operating Seattle business, Washington home-state formation is almost always the lower-cost choice. See the WA vs. WY LLC Formation comparison for the full breakdown.
No publication requirement in Washington — unlike New York or Nebraska, you do not need to publish notice in a newspaper after filing.
FAQ
Common Washington (Seattle) LLC formation questions
What is Washington's B&O tax, and how does it affect my Seattle LLC?
Washington's Business & Occupation (B&O) tax is a gross receipts tax applied to business revenue from Washington activities — not to net income. The rate varies by business classification: 0.471% for retailing, 0.484% for service and other activities, and 0.291% for wholesaling/manufacturing. Unlike income tax, B&O tax applies even if the LLC has no net profit. Seattle adds its own Business License Tax (effectively a B&O surcharge) on top of the state rate for businesses operating within Seattle city limits. A service LLC earning $500K in Seattle gross revenue could owe approximately $2,420/yr in state B&O alone (0.484% × $500K), plus Seattle's B&O component. Register at dor.wa.gov for state B&O and seattle.gov/license-and-tax-administration for Seattle B&O.
How much does it cost to form an LLC in Seattle, WA?
The state filing fee is $200 (Certificate of Formation, one-time). The WA Annual Report is $71/yr. The Seattle Business License is $110/yr (flat, for businesses under $100K gross revenue). State B&O tax varies by gross receipts and classification. Commercial registered agent service adds $50–$150/yr. Total first-year cost for most Seattle startups: $381–$531 (excluding B&O tax, which depends on gross revenue). Washington's no-state-income-tax environment is a major advantage, but B&O planning is critical.
Does Washington have a state income tax on LLC members?
No. Washington is one of only nine US states with no personal income tax. LLC pass-through income is not taxed at the Washington state level for individual members. However, Washington does impose a Business & Occupation (B&O) tax on gross receipts from Washington business activities — this is a separate gross receipts tax that applies regardless of profitability. Federal income tax applies regardless of state.
What is the Seattle Business License Tax, and who needs it?
The Seattle Business License Tax is a city-level gross receipts tax (similar to the state B&O tax) imposed on businesses operating within Seattle city limits with annual gross revenue over $20,000. All businesses above this threshold must obtain a Seattle Business License ($110/yr flat fee for businesses under $100K gross income) and pay Seattle B&O tax on gross receipts above the threshold. The tax is administered by the Seattle Office of Revenue and Tax Administration. Businesses earning under $20,000 in Seattle gross revenue are exempt from the B&O component but should still register the business license.
How does forming an LLC in Washington compare to Wyoming (WA vs. WY)?
For businesses actually operating in Seattle, forming directly in Washington ($200 formation + $71/yr Annual Report) avoids the dual-state cost trap. A Wyoming LLC operating in Seattle must register as a foreign LLC in Washington (~$200 foreign registration fee), pay Wyoming's $60/yr Annual License Tax, AND comply with all Washington requirements including B&O tax and Seattle Business License. Total dual-state cost exceeds direct WA formation by $260+ per year. Wyoming's charging-order protection and privacy advantages matter most for holding structures and investor-facing entities — not for an operating Seattle business. See the WA vs. WY LLC Formation comparison for a detailed cost breakdown.
What is the Seattle combined sales tax rate?
Seattle's combined sales tax rate is approximately 10.25%, composed of: Washington state retail sales tax (6.5%) + Seattle city sales tax (3.6%) + other local/district additions. LLCs making retail sales in Seattle must register with the Washington Department of Revenue at dor.wa.gov for a Reseller Permit and collect and remit the full combined rate on taxable Seattle sales. Seattle's 10.25% combined rate is among the highest in the Pacific Northwest.
How does the WA Annual Report work, and what happens if I miss it?
Washington LLCs must file an Annual Report with the Secretary of State each year in the LLC's anniversary month. The fee is $71 and filing is done online through CCFS at ccfs.sos.wa.gov. Failure to file in the anniversary month results in administrative dissolution — the LLC loses its right to conduct business in Washington. Reinstatement requires filing all delinquent Annual Reports and paying associated fees. Washington sends reminder notices to the registered agent address on file.
Not sure yet?
Should I form an LLC?
Still deciding between an LLC, sole proprietorship, S-Corp, or C-Corp? Our entity-type comparison breaks down formation cost, tax treatment, liability shield, and compliance complexity for all four structures side by side.
LLC vs S-Corp vs Sole Prop vs C-Corp — compare all four →Reduce your tax bill
Should you elect S-Corp status for your Washington LLC?
Once your LLC clears ~$80K in annual net profit, an S-Corp election (IRS Form 2553) typically saves $5,000–$15,000/year in self-employment taxes by splitting owner income into a W-2 salary + tax-free distributions. The election is free — Form 2553 has no IRS filing fee. The key decision factors: your net income level, a defensible reasonable-compensation salary, and the 75-day Form 2553 filing window after LLC formation.
S-Corp election guide — $80K breakeven, Form 2553 deadline & reasonable salary →Is a DBA enough?
DBA vs LLC — do you actually need a full LLC?
Already operating as a sole proprietor, or wondering whether a cheap county DBA filing ($10–$100) is enough instead of forming an LLC? A DBA lets you operate under a trade name — but provides zero liability protection. Our DBA vs LLC comparison breaks down exactly when a DBA is sufficient and when you need a state LLC filing.
DBA vs LLC — cost, liability shield & when to upgrade →Stay in good standing
Annual compliance for Washington LLCs
Missing your annual report deadline triggers late fees and — if left long enough — administrative dissolution, which voids your LLC's liability shield until reinstated. Know your Washington deadline, fee, and the consequences of missing it.
Annual report requirements hub — deadlines, fees & administrative dissolution →Also see the LLC annual report requirements hub for state-by-state deadlines, fees, late penalties, and reinstatement rules.
Operating in another state?
Register your Washington LLC in a second state
If your LLC opens an office, hires employees, or regularly does business in another state, you must foreign-qualify there — or face fines, back taxes, and loss of standing to sue. Our foreign qualification guide covers when you need it, how to file a Certificate of Authority, and what it costs.
Foreign LLC qualification guide — Certificate of Authority & multi-state costs →After you file
Next steps after forming your LLC
Your Articles of Organization are filed — now make your LLC operational. Four actions every new LLC owner needs to take:
Legal resources
Online legal services for LLC owners
Formation gets your LLC into existence; contracts, trademark protection, operating agreement review, and vendor-document review keep it usable. Compare subscription and per-document legal platforms before you rely on a template or pay a local attorney retainer.
LLC legal services comparison — contracts, trademarks, OA review & attorney access →Protect your liability shield
Open a business bank account for your Washington LLC
Commingling personal and business funds is the #1 way LLC owners lose their liability shield. A separate business account — in your LLC's legal name, with your EIN — is the foundational act of corporate formality. Mercury, Novo, Bluevine, Relay, and Found open same-day with no monthly fees. Compare online banks vs. Chase and Bank of America.
Business bank account guide — Mercury, Novo, Bluevine & what documents to bring →Owner draws & payroll
How to pay yourself from your Washington LLC
How you pay yourself depends on your LLC's tax classification — not what you call the transfer. A disregarded single-member LLC pays via owner draw with SE tax on all net profit. An S-Corp-elected LLC splits income between a W-2 salary (FICA applies) and tax-free distributions. Getting this wrong triggers IRS audit risk and SE-tax errors.
Pay-yourself guide — owner draws, quarterly taxes & S-Corp salary mechanics →April tax season prep
How your Washington LLC files taxes
Single-member LLCs file Schedule C with their personal Form 1040 (due April 15). Multi-member LLCs file Form 1065 by March 15. S-Corp-elected LLCs file Form 1120-S by March 15. Know your form, your deadline, and the common deductions — home office, vehicle, retirement contributions, and startup costs — before your first April filing.
LLC tax filing guide — forms, deadlines, deductions & audit triggers →§ A Building permits in Washington / Seattle
§ B Other states & comparisons
- Washington LLC Formation — complete statewide guide→
- WA vs. WY LLC Formation — charging-order protection, B&O tax, privacy & cost comparison→
- WA vs. DE LLC Formation — compare costs, fees & requirements→
- Best Registered Agent Services — Compare Northwest, ZenBusiness, LegalZoom & Bizee→
- Real Estate LLC Guide — forming LLCs for rental property, per-property structure→
- Holding LLC Guide — parent LLC structure, WY/DE/NV holding comparison→
- Anonymous LLC Guide — privacy formation in WY/DE/NV/NM→
- E-Commerce LLC Guide — WA sales tax, B&O registration, online seller structure→
- Consulting LLC Guide — Seattle tech & professional services B&O planning→
- BOI Report Filing Guide — US LLCs exempt since 2025; how foreign-registered companies file→
- Who Must File a BOI Report? — only foreign companies registered in a US state→
- BOI Report Deadlines — none for US LLCs; 30 days for foreign-registered companies→
- All states — LLC formation guides→
§ C Companion tools
Disclaimer: Informational only — not legal advice. LLC laws change; verify with a Washington business attorney or CPA before filing.