How to Form an LLC in Vermont (2026)
Reviewed by DocDraft Legal Team · Vermont · Last updated 2026-08-06
A limited liability company (LLC) is a business structure that legally separates the company from the people who own it, so the owners are generally not personally responsible for the company's debts. Forming one in Vermont means filing a formation document with a state agency and paying its fee to bring the company into legal existence. In Vermont you create an LLC by filing the Articles of Organization with the Secretary of State's Business Services Division and paying a $155 filing fee under 11 V.S.A. section 4023. Two features shape the ongoing cost of running a Vermont LLC. First, Vermont charges a $45 annual report every year to keep the company in good standing under 11 V.S.A. section 4033. Second, Vermont imposes a business entity tax on LLCs taxed as partnerships or S corporations, with a minimum tax of $250. Vermont LLCs are governed by the Vermont Limited Liability Company Act in Title 11, Chapter 25 of the Vermont Statutes Annotated. This guide explains what an LLC is, the exact Vermont steps and fees, and the deadlines that keep the company in good standing.
Find out where you stand in Vermont
Where are you in forming your LLC?
DocDraft provides document preparation, not legal advice.
How do you form an LLC in Vermont?
File the Articles of Organization with the Vermont Secretary of State's Business Services Division and pay the $155 filing fee under 11 V.S.A. section 4023. You must name a registered agent with a Vermont address to receive legal papers. Online filings are normally processed in less than one business day.
How much does it cost to form an LLC in Vermont?
The core cost is the $155 fee to file the Articles of Organization with the Secretary of State, paid once. After that you owe a $45 annual report every year to stay in good standing. Optional costs include a $20 name reservation fee and a registered agent service if you hire one.
What is the Vermont LLC business entity tax?
Vermont imposes a business entity tax on LLCs taxed as partnerships or S corporations, with a minimum tax of $250. This tax is separate from the one-time $155 formation fee and the $45 annual report. How a Vermont LLC is taxed depends on its federal classification, so the amount owed can vary.
Does Vermont require newspaper publication to form an LLC?
No. Vermont does not require an LLC to publish notice of its formation in a newspaper. This is unlike New York, Arizona, and Nebraska, where publication is a condition of forming or operating. In Vermont the Articles of Organization filing and the annual report are handled through the Secretary of State, with no separate publication step.
Vermont LLC formation at a glance
You form a Vermont LLC by filing the Articles of Organization with the Secretary of State's Business Services Division for a $155 filing fee under 11 V.S.A. section 4023, submitted through the state's online business portal. What shapes the ongoing cost is the yearly upkeep, not the formation cost. Every Vermont LLC must file an annual report and pay a $45 fee under 11 V.S.A. section 4033 to stay in good standing. Vermont also imposes a business entity tax on LLCs taxed as partnerships or S corporations, with a minimum tax of $250, separate from the report fee. Every LLC must name and continuously maintain a registered agent with a Vermont address to accept legal papers. Vermont does not require newspaper publication. Online filings are normally processed in less than one business day, while mailed filings may take seven to ten business days. The governing statute is the Vermont Limited Liability Company Act, Title 11, Chapter 25 of the Vermont Statutes Annotated, sections 4001 and following.
Forming a two-owner Vermont LLC, step by step
Suppose two friends in Burlington want to open a small design studio as an LLC. First they search the Vermont Secretary of State's business database to confirm their name is available and includes a designator such as LLC, and they can reserve the name for a $20 fee while they prepare paperwork. Next they appoint a registered agent: one owner lives in Vermont and agrees to serve, using a Vermont street address where legal papers can be delivered. They then file the Articles of Organization through the state's online business portal and pay the $155 filing fee under 11 V.S.A. section 4023. The LLC legally exists once the Secretary of State files it, normally in less than one business day for online filings. Because they have two members, they also write an operating agreement setting each owner's percentage and how profits split, even though Vermont does not require them to file it. They apply to the IRS for a free EIN so the partnership can file taxes and open a bank account. Finally they calendar the $45 annual report to keep the LLC in good standing under 11 V.S.A. section 4033. If the studio is taxed as a partnership or S corporation, they also plan for Vermont's business entity tax, which carries a minimum of $250.
Relevant Laws
Vermont Limited Liability Company Act (11 V.S.A. Chapter 25, §§ 4001 et seq.)
The Vermont LLC Act governs the formation, management, and dissolution of every Vermont LLC. It sets who may form an LLC, the required contents of the Articles of Organization, the registered agent requirement, and the default rules for member-managed and manager-managed companies. It is codified in Title 11, Chapter 25 of the Vermont Statutes Annotated.
11 V.S.A. § 4023 (Articles of Organization)
Requires an LLC to be formed by delivering Articles of Organization to the Vermont Secretary of State for filing. The Articles state the LLC's name, its registered agent and office, and whether it is member-managed or manager-managed. The filing fee is $155.
11 V.S.A. § 4017 (Registered agent)
Requires every Vermont LLC to designate and continuously maintain a registered agent in Vermont. The agent, an individual residing in Vermont or an authorized registered agent service, receives lawsuits and official notices for the company. The agent's Vermont address goes on the Articles of Organization and the annual report.
11 V.S.A. § 4033 (Annual report)
Requires a Vermont LLC to file an annual report with the Secretary of State each year to keep the company in good standing. The report updates the LLC's address, management, and registered agent information. The filing fee is $45.
Vermont business entity tax (minimum $250)
Vermont imposes a business entity tax on LLCs taxed as partnerships or S corporations, with a minimum tax of $250. It is administered by the Vermont Department of Taxes and is separate from the Secretary of State's formation and annual report fees. How much an LLC owes depends on its federal tax classification.
IRS federal tax classification (default pass-through)
The IRS does not tax the LLC as a separate category. By default a single-member Vermont LLC is disregarded and taxed like a sole proprietorship, and a multi-member LLC is taxed as a partnership, with income passing through to the owners. An LLC may instead elect S corporation or C corporation treatment. This federal classification is separate from Vermont's state filing requirements.
Regional Variances
How forming an LLC in Vermont differs from other states
A $155 formation fee, on the higher side
Vermont charges $155 to file the Articles of Organization under 11 V.S.A. section 4023. That is higher than many neighboring states that charge under $100, though below states like Massachusetts at $500. The fee is a one-time cost to bring the LLC into legal existence.
Annual report, not biennial
Vermont requires an annual report with a $45 fee under 11 V.S.A. section 4033. Some states, including California and New York, use a biennial cadence instead. The yearly filing means the easiest way to fall out of good standing is missing a single annual deadline.
Business entity tax on pass-through LLCs
Vermont imposes a business entity tax on LLCs taxed as partnerships or S corporations, with a minimum tax of $250. Many states charge no comparable entity-level tax on pass-through LLCs, so a Vermont LLC can owe more each year than an out-of-state peer with the same structure.
No newspaper publication requirement
Vermont does not require you to publish notice of formation in a newspaper. New York, Arizona, and Nebraska do, which adds cost and a deadline. A Vermont LLC is complete once the Secretary of State files the Articles of Organization, with no publication step.
Fast online processing
Vermont normally processes online filings in less than one business day, while mailed filings may take seven to ten business days. Some states take several weeks or longer, so filing online in Vermont is one of the quicker ways to bring an LLC into existence.
Suggested Compliance Checklist
Confirm your LLC name is available and compliant
Before filing days after startingSearch the Vermont Secretary of State's business database to confirm your desired name is not already in use and that it includes a required designator such as LLC or Limited Liability Company. Avoid restricted words that need special approval. You can reserve an available name with the Secretary of State for a $20 fee while you prepare your Articles of Organization.
Appoint a registered agent
Before filing days after startingVermont requires a registered agent with a Vermont address who can accept legal documents under 11 V.S.A. section 4017. Decide whether you, a co-owner who lives in Vermont, or a registered agent service will serve. You will name the agent on the Articles of Organization, so settle this first.
File the Articles of Organization with the Secretary of State
To create the LLC days after startingFile the Articles of Organization with the Vermont Secretary of State's Business Services Division through the state's online business portal and pay the $155 filing fee under 11 V.S.A. section 4023. The LLC legally exists only once the Secretary of State files it. Keep the filed confirmation as proof of formation.
Adopt an operating agreement
At or soon after formation days after startingPut the ownership percentages, profit split, management structure, and exit rules in writing. Vermont's LLC act expects members to have an operating agreement, but you do not file it with the state. It governs how the LLC runs and overrides the act's default rules. Attorney review of the agreement is available as an option through DocDraft.
Get a federal EIN from the IRS
Before opening a bank account or hiring days after startingApply for an Employer Identification Number free on the IRS website. Multi-member LLCs, LLCs with employees, and LLCs electing corporate tax treatment need one. Single-member LLCs with no employees usually get one anyway to open a business bank account and keep business and personal finances separate.
File the Vermont annual report each year
Annually, to stay in good standing days after startingFile the annual report with the Vermont Secretary of State each year and pay the $45 fee under 11 V.S.A. section 4033. It updates the LLC's address, management, and registered agent. Missing it can put the LLC out of good standing, so calendar the deadline when you form.
Plan for the Vermont business entity tax if applicable
Each tax year days after startingIf your LLC is taxed as a partnership or S corporation, Vermont imposes a business entity tax with a minimum of $250, separate from the annual report fee. Confirm how your LLC is classified and the current amount and due dates with the Vermont Department of Taxes.
| Task | Description | Document | Days after starting |
|---|---|---|---|
| Confirm your LLC name is available and compliant | Search the Vermont Secretary of State's business database to confirm your desired name is not already in use and that it includes a required designator such as LLC or Limited Liability Company. Avoid restricted words that need special approval. You can reserve an available name with the Secretary of State for a $20 fee while you prepare your Articles of Organization. | - | Before filing |
| Appoint a registered agent | Vermont requires a registered agent with a Vermont address who can accept legal documents under 11 V.S.A. section 4017. Decide whether you, a co-owner who lives in Vermont, or a registered agent service will serve. You will name the agent on the Articles of Organization, so settle this first. | - | Before filing |
| File the Articles of Organization with the Secretary of State | File the Articles of Organization with the Vermont Secretary of State's Business Services Division through the state's online business portal and pay the $155 filing fee under 11 V.S.A. section 4023. The LLC legally exists only once the Secretary of State files it. Keep the filed confirmation as proof of formation. | - | To create the LLC |
| Adopt an operating agreement | Put the ownership percentages, profit split, management structure, and exit rules in writing. Vermont's LLC act expects members to have an operating agreement, but you do not file it with the state. It governs how the LLC runs and overrides the act's default rules. Attorney review of the agreement is available as an option through DocDraft. | llc-operating-agreement | At or soon after formation |
| Get a federal EIN from the IRS | Apply for an Employer Identification Number free on the IRS website. Multi-member LLCs, LLCs with employees, and LLCs electing corporate tax treatment need one. Single-member LLCs with no employees usually get one anyway to open a business bank account and keep business and personal finances separate. | - | Before opening a bank account or hiring |
| File the Vermont annual report each year | File the annual report with the Vermont Secretary of State each year and pay the $45 fee under 11 V.S.A. section 4033. It updates the LLC's address, management, and registered agent. Missing it can put the LLC out of good standing, so calendar the deadline when you form. | - | Annually, to stay in good standing |
| Plan for the Vermont business entity tax if applicable | If your LLC is taxed as a partnership or S corporation, Vermont imposes a business entity tax with a minimum of $250, separate from the annual report fee. Confirm how your LLC is classified and the current amount and due dates with the Vermont Department of Taxes. | - | Each tax year |
Frequently Asked Questions
An LLC, or limited liability company, is a business structure that legally separates the company from its owners, called members. The members are generally not personally responsible for the company's debts or lawsuits, so a creditor usually cannot reach a member's home or personal savings for a business obligation. In Vermont, LLCs are created under the Vermont Limited Liability Company Act in Title 11, Chapter 25 of the Vermont Statutes Annotated. It pairs that liability protection with pass-through taxation and lighter paperwork than a corporation.
The Articles of Organization is the formation document that brings a Vermont LLC into legal existence under 11 V.S.A. section 4023. You file it with the Vermont Secretary of State's Business Services Division, usually through the state's online business portal, and pay a $155 filing fee. It lists the LLC's name, its registered agent and office, and whether the company is member-managed or manager-managed. The LLC exists only once the Secretary of State files it, not when you submit.
Vermont uses an annual cadence, not a biennial one. Every Vermont LLC must file an annual report with the Secretary of State each year to stay in good standing under 11 V.S.A. section 4033, and the fee is $45. The report updates the LLC's address, management, and registered agent details. Because it repeats every year, the easiest way to fall out of good standing is missing a single deadline, so calendar it when you form.
Yes. Separate from the $45 annual report, Vermont imposes a business entity tax on LLCs taxed as partnerships or S corporations, with a minimum tax of $250. It is administered by the Vermont Department of Taxes, and how much you owe depends on your LLC's federal tax classification. A single-member LLC taxed as a disregarded sole proprietorship is treated differently, so confirm your classification and the current amount with the Department of Taxes.
Yes. Vermont requires every LLC to name and continuously maintain a registered agent with a Vermont street address under 11 V.S.A. section 4017, but you can serve in that role yourself if you have a Vermont address, name a co-owner who lives in Vermont, or hire a registered agent service. The agent receives lawsuits and official state mail, and you list them on both the Articles of Organization and the annual report.
Reserving a name is optional in Vermont and costs $20 through the Secretary of State. It holds an available name while you prepare your Articles of Organization, which is useful if you are not ready to file right away. Before reserving, search the Secretary of State's business database to confirm the name is available and includes a designator such as LLC. Reservation is separate from the $155 formation fee.
By default the IRS treats a single-member Vermont LLC as a disregarded entity taxed like a sole proprietorship, while a multi-member LLC is taxed as a partnership, with income passing through to the owners. That federal classification also affects Vermont's business entity tax, which applies to LLCs taxed as partnerships or S corporations with a $250 minimum. Attorney review is available through DocDraft if you want a licensed attorney to look over your setup before filing.
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