Start a New Mexico LLC

Step 1: Name your New Mexico LLC

Select a unique name for your company. Before you register your LLC, you need to give it a name. Without a name, you can’t file your registration documents, which means you can’t form an LLC. There are only a handful of rules you need to follow during this process, so you have lots of room to get creative. 

Official Naming Requirements for New Mexico LLCs

Here are the rules for naming your New Mexico LLC:

• Your LLC’s name has to have a phrase or abbreviation in it that identifies it as an LLC. Your options are “limited liability company,” “limited company,” “L.L.C.,” “LLC,” “L.C.,” or “LC.” You can also abbreviate “limited” and “company” by using “ltd.” and “co.,” respectively. 
• Your LLC’s name has to be distinguishable from other entity names on record with the state. Our New Mexico Business Entity Search page can help you check whether your desired name is taken. It’s also a good idea to reach out to the New Mexico Secretary of State with any additional questions. 

Once you have a good name in mind, you might have to take extra steps to make sure you can use it. We’ll talk about that next. 

Reserving a Business Name in New Mexico

Coming up with a good name can be challenging. But you can make sure the name you’ve chosen remains available during the time you complete your registration paperwork by reserving your LLC name. 

By submitting an Application for Reservation of Limited Liability Company Name and Document Delivery Form to the Secretary of State, you can reserve your desired name for 120 days. 

Is your New Mexico LLC name available as a web domain? 

It’s important to make choices for your business that make sense together. This includes choosing a name and a domain name that match or complement each other. Ensuring these identifiers have a good connection can help you retain clients and customers. We provide a domain name registration service to help you quickly secure the names you want to use.

Federal and State Trademarks

Even if the state approves your business name, that’s no guarantee that someone else hasn’t already claimed it with a federal or state trademark. To see if your business name is free of trademarks is tricky because there’s no central place to check. Some businesses even employ an attorney specializing in trademarks to see if they’re in the clear.

You can take some measures yourself, like searching the trademark database on the U.S. Patent and Trademark Office website. This can help you see if someone’s already claimed a federal trademark on your desired business name.

State trademarks are applicable only within the borders of a state. The New Mexico Secretary of State has a trademark search engine on its website where you can see if anyone has a state trademark on your desired LLC name. If you want, you can also apply for your own state trademark there.

In addition to checking these databases, it’s wise to do internet searches for your business name, including checking domain names, social media sites, and online phone directories.

Filing for a Trade Name in New Mexico

You might have heard of a trade name or a “doing business as” (DBA) name before. A DBA is any name you use for your business that’s not the official name. However, New Mexico, is unusual in that it doesn’t require or even permit DBA registration.

Step 2: Appoint a registered agent in New Mexico

Name a registered agent for your business. By law, your LLC must have a registered agent. The registered agent is responsible for receiving important legal notices and certain official state correspondence on behalf of your LLC. When you form your LLC, your registered agent has to provide a statement to the Secretary of State confirming that they accept the position. 

What is a New Mexico registered agent?

Your New Mexico registered agent is an individual or company that is designated by the LLC to receive important legal documents on behalf of the business. This position is necessary because it ensures that the right people within an LLC are notified in the event of time-sensitive events such as service of process for lawsuits and correspondence from the SOS.

Who can be a registered agent in New Mexico?

According to New Mexico law (NM Stat § 53-19-5 [2019]), a limited liability company shall maintain in New Mexico:

(1) a registered office that may be the same as the limited liability company’s principal place of business; and

(2) a registered agent for service of process on the limited liability company that is either:

(a) an individual resident of New Mexico;

(b) a domestic corporation, limited liability company, or partnership having a place of business in New Mexico that is the same as the registered office; or

(c) a foreign (out-of-state) corporation, limited liability company, or partnership authorized to transact business in New Mexico having a place of business that is the same as the registered office.

Your agent must have a physical address (not just a P.O. box) in New Mexico and be available during normal business hours.

Should you be your own New Mexico registered agent?

There are various reasons to consider hiring a registered agent service to act as your agent, including:

• Availability – A registered agent needs to generally be available at the principal address during normal business hours. This makes it difficult to leave the office to run errands, meet up with potential clients, etc.
• Avoiding Embarrassment – If you serve as your own registered agent and a lawsuit is filed against the business, you could have papers served to you at your office in front of clients. Obviously, that could be bad for business.
• Staying organized – Some registered agent services (like ZenBusiness) help you keep important correspondence for the registered agent organized by keeping it in an online dashboard you can access.

What if the state can’t find my New Mexico registered agent? 

If the state can’t find your LLC’s registered agent, you could lose your LLC. This loss is called a revocation, and it can happen quickly. The state can revoke your LLC after only 30 days without a registered agent or updated registered agent information.

Step 3: File New Mexico Articles of Organization

File the LLC paperwork with the Secretary of State. When you’re ready to make your business official, you file Articles of Organization with the Secretary of State. If filing paperwork with state agencies isn’t your thing, we’ve got you covered. We can handle your registration filings for you with our Business Formation Service. Although we can do this task for you, it’s good to know how the formation process works. Take a look below at the basic steps. 

Create an online account to file Articles of Organization

You can file your Articles of Organization electronically by creating an account on the Secretary of State’s online portal (there are no paper New Mexico LLC forms). Filing Articles of Organization costs $50. You might have to pay other costs to start your LLC. For more information, take a look at our page on New Mexico LLC costs.

Information Needed for New Mexico Articles of Organization

Here’s what you need to include in your Articles of Organization: 

• The name of your LLC
• The street address of your LLC’s registered office
• The name of your LLC’s registered agent
• A statement that a manager will have management authority in your LLC (if applicable)
• A statement that your LLC can operate with only one member (if applicable)
• A signature from each LLC organizer

When your organizer files your LLC’s Articles of Organization, they must file a statement of acceptance from the registered agent. 

Member-Managed or Manager-Managed?

If you don’t specify in your Articles of Organization, New Mexico law assumes that your members will manage your LLC. If you want a manager or managers to manage your LLC, you have to let the New Mexico Secretary of State know in your formation documents. A manager can be a member (owner) of the LLC or someone hired from outside the membership. Some members prefer to hire outside managers so they have more time for other business matters and a neutral party involved in running the business.

The information LLCs provide on their Articles of Organization doesn’t always stay the same. If you need to make a change, you have to let the state know. You can update your LLC’s Articles of Organization by filing Articles of Amendment with the SOS. If your registered agent changes, you file a Registered Agent Change online. 

If something in your business changes, that usually means you’re too busy to be bogged down with extra paperwork. You can hand off your amendment paperwork to us. Our Amendment Filing Service can file business amendments for you. And our Worry-Free Compliance Service keeps track of your compliance deadlines and handles two amendments per year for your business. 

Why would I delay my filing date?

Your LLC can start on a date later than when you file your registration documents. If you want to do this, write it in your Articles of Organization. You might want to do this so you have more control over when your LLC’s tax year starts.

Step 4: Create an operating agreement

Draft an operating agreement. It’s best to write and sign an operating agreement when you start your LLC. This can help make sure your business runs the way you want. 

Your LLC doesn’t have to have an agreement, but having one can help you avoid conflict and maximize control over your operations. Without an agreement, you have to run your business according to the default rules under state law. If New Mexico’s default rules don’t suit your business, an agreement gives you the opportunity to change many of them. 

Benefits of NM LLC Operating Agreements

Writing an operating agreement for your LLC can have many benefits. It allows you to:

• Establish protocols to make dispute resolution easier.
• Create procedures for transfers of ownership that better suit your business needs. New Mexico’s default law requires all LLC members to give written consent before admitting a new member. If that requirement is too stringent, you can relax it with new terms in your agreement. 
• Write your own rules about how to share profits and losses. Without custom rules, members have to share LLC profits and losses in proportion to their capital contributions.
• Add your own requirements for dissolving the business. LLCs can dissolve by choice if a majority of the members vote to give written consent. You can make dissolution harder or easier with your own agreement. You have a choice regarding when to start your business, why not give yourself a choice regarding when to end it? 
• Create your own standards for member and manager obligations and rights. In an operating agreement, you can dictate what qualifications members and managers should have, what rights they have to act on behalf of the LLC, their voting power, and their responsibilities. 

Writing an operating agreement can help you get the most out of being a business owner. 

Do I need an operating agreement even if I’m the only owner?

An operating agreement is a good idea, even if you’re a single-member LLC. Potential investors, future business partners, and vendors may want to see your agreement.

It’s additional evidence that your business is real and separate from you in case someone takes you to court to try to “pierce the corporate veil.” An operating agreement also indicates how everything is to be handled if something happens to you and you can’t run the business anymore.

Feeling unsure as to how to create an operating agreement for your LLC? We offer a customizable template to help get you started. 

What should I include in my LLC operating agreement? 

What you include in your operating agreement is up to you and dependent on your specific needs. The operating agreement subjects we listed above can be solid places to start. And if you need a good outline for your operating agreement, you can use our operating agreement template. 

Step 5: Apply for an EIN

Get an Employer Identification Number (EIN) from the IRS. An EIN allows you to pay taxes and apply for business resources. If your LLC has employees, operates as a corporation or partnership, or engages in certain business activities, it’s legally required to have an EIN.  

If your LLC isn’t required to have an EIN, it’s still useful to have one so you can apply for certain business resources without using your sensitive personal information, like your Social Security number. Your bank will likely require your LLC to have an EIN before you open a business bank account. 

You must complete and submit paperwork to the IRS to obtain an EIN. If you’re strapped for time or stressing over this task, you can use our Employer ID Number Service to get it done. 

Can filing an S corp lower my taxes?

Some LLC owners choose to apply for S corporation designation for their business. This designation can save an LLC money because the business still enjoys pass-through taxation, and the owners of some LLCs can save money on self-employment taxes (the taxes earmarked for Social Security and Medicare). Speak to your tax professional about whether this is the best option for you.

Register for New Mexico business taxes

You might have to pay several state taxes after you form an LLC in NM. You can register to pay these taxes online through the New Mexico Taxation and Revenue Department Taxpayer Access Point. There you can register for a New Mexico Business Tax ID.

For Employers

If your LLC has employees, you need to pay the following taxes and fees: 

• Unemployment insurance tax
• Workers’ compensation insurance premiums
• Workers’ compensation fee
• Wage withholding tax

You can contact the Taxation and Revenue Department and the Department of Workforce Solutions for more information on paying these taxes and fees. 

Manage your NM LLC’s finances and payments

Once you’ve secured an Employer Identification Number, you’ll be able to open a business bank account. Having separate accounts for business and personal banking is critical for tax time and helps you avoid commingling funds.

Commingling funds not only makes your taxes more difficult, but it could also be used against you. This could happen if someone takes you to court to challenge whether you and your LLC are truly separate entities.

We offer a discounted bank account for your new LLC. This allows for online banking, unlimited transactions, a debit card, and more. If you want to authorize others in your business to use the account, we offer a banking resolution template to simplify the process. You might also want to think about getting a business credit card to start building a credit history.

For further help managing your new business’s finances, try ZenBusiness Money. It can help you create invoices, receive payments, transfer money, and manage clients all in one place.