How do you register an LLC in New Mexico?

How do you open your LLC in New Mexico?

• We form your LLC in New Mexico
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Open your LLC

Opening an LLC in New Mexico is a great option for foreigners who want to open their LLC in the United States, in a state where LLC formation costs are low ($50 and no annual report to file), managing and maintaining the LLC is easy, and anonymity is a priority. 

If you're considering registering your LLC in New Mexico, but you're not yet sure whether it's the best option for you, or you have questions about the steps to open it, don't worry. In this complete guide, we'll walk you step by step through everything you need to know before forming your LLC in the state of New Mexico. Let's get started! 

Why open an LLC in New Mexico?

There are several reasons why opening an LLC in New Mexico can be a great option for you:

Anonymity

The Secretary of State does not ask for the names of the LLC's members or managers. Each LLC is filed using an organizer's name. This keeps your information out of the Articles of Organization and means your name is not publicly associated with your LLC's details or listed in the state database. However, anonymity is optional. If you wish, you can ask for your information to be published in the state databases. 

Although your details are anonymous, this does not mean you don't have to meet your tax obligations, both in the United States and in your country of residence.

No annual report

The costs of opening an LLC in New Mexico are among the lowest. There is a one-time $50 filing fee, and after that there are no annual fees to pay to the State of New Mexico. Unlike most other states, New Mexico does not require LLCs to file an annual report, which usually carries a high cost in other states. However, New Mexico does require LLCs to file an "Income and Information Return for Pass-Through Entities (PTE)".

These low fees make New Mexico a popular destination for setting up holding companies or for small businesses looking to cut expenses.

Everything is online

You don't need to visit New Mexico or the U.S. to set up your New Mexico LLC. There are no residency requirements. Opening a limited liability company in New Mexico is easy, since everything can be done online.

Corporate veil

One of the main advantages of the LLC is limited liability. The company's creditors cannot go after the owners personally in the event of an accident or lawsuit, for example. By opening an LLC in New Mexico, you don't put your personal assets at risk, since they are kept separate from the company's.

Attractive taxation

The IRS provides attractive tax benefits to New Mexico LLC businesses. There are reductions in income tax, social security, Medicaid and other payments to the government. If your LLC is "foreign-owned" and non-ETBUS, this does not apply, since LLCs are taxed on a pass-through basis, meaning that the members are responsible for paying tax personally on the LLC's income. 

Who can open an LLC in New Mexico?

LLCs in the state of New Mexico can be opened by anyone in the world, regardless of nationality or residence, who is over 18 years old and has a valid passport. 

How do you open an LLC in New Mexico?

Now that you know New Mexico is your preferred state for opening your LLC in the United States and that you meet the requirements to open one, let's look at the steps you need to follow to have an operational LLC in New Mexico.

1. Choose your LLC's name

requirements

• Your business name must include the words Limited Liability Company, LLC, or L.L.C.
• Your name must be unique. It cannot already be registered by another company in New Mexico. If you already have a business name in mind and want to check its availability in New Mexico, you can do so with this LLC name checker. 
• The company name cannot contain words used to name a government agency (i.e., State Department, CIA, FBI, Treasury, etc.)
• Certain words are restricted (bank, attorney, credit union, etc.) and may require additional documentation and licensing procedures to be used.

2. Choose your registered agent

Whether you decide to register your LLC in Delaware, open it in Florida, or form it in Wyoming or New Mexico, every LLC must have a registered agent. A registered agent is basically a person designated to receive official documents on behalf of the LLC. Once the registered agent receives the documents, they are responsible for forwarding them to the LLC's owners. 

When you form your LLC, your registered agent must provide a statement to the Secretary of State confirming that they accept the appointment.

You or any employee can act as the registered agent, as long as they are a New Mexico resident and have a physical address within the state. Appointing a reliable registered agent is essential, since if the State of New Mexico cannot reach them, it could revoke your LLC after just 30 days.

That's why we recommend turning to these recommended companies, which take care of registering your LLC and providing registered agent services, with annual renewal

3. File the "Articles of Organization" form

The Articles of Organization are the document that officially forms your LLC, providing essential information about it. To prepare it, you will usually need the following information:

• Your LLC's name.
• The name and address of your registered agent.
• The effective filing date of the articles.
• The LLC's purpose.
• The address of the LLC's principal place of business and its mailing address.
• Whether the LLC will have a single member or several members.
• The LLC's duration. It can be perpetual
• Management structure: will the LLC be managed by its members, or will managers be appointed?

4. Draft your operating agreement

An operating agreement is basically an agreement among the members on how the LLC works and operates. This document sets out the details of the financial, legal and management rights of all the LLC's members: distribution of profits, exit clauses, non-compete clauses, capital contributions... 

Your New Mexico LLC is not required to have an Operating Agreement, but having one can help you avoid conflicts and maximize control over your operations. Without an Operating Agreement, your business is governed by the default rules under New Mexico law. If those don't suit your business, an Operating Agreement gives you the chance to adapt them.

What you include in your operating agreement is up to you, your partners and the specific needs of your business. Here is a free template that will give you a good foundation for drafting your Operating Agreement. . 

Download the Operating Agreement template

5. Get an EIN

The last important step is to obtain an Employer Identification Number (EIN) from the IRS to pay taxes, apply for business resources and open a business bank account, among other things. Single-member LLCs that have no employees and don't plan to hire any are the exception. 

EINs are free and available on the IRS website. 

Delegate the formation of your New Mexico LLC and avoid all these complex processes

What should I do after registering my LLC in New Mexico?

Registering your LLC is just the beginning. Once you've completed all the previous steps, there are a few points we recommend you take into account. 

Open a bank account dedicated to your New Mexico LLC

Keeping your personal assets separate from the company's assets is essential to benefit from the corporate veil protection that New Mexico LLCs offer. 

To do this, you must open a business bank account 100% dedicated to your New Mexico LLC's activities. 

In addition, by having a bank account exclusively for your business, you can take advantage of other benefits such as simple, centralized bookkeeping, which will save you a lot of time when it comes to taxes or tax reports.

The recommended banks for your business account as a foreigner in the USA are Mercury, Relay, Revolut, AirWallex, Wise, Bank of America, Chase. 

• See the best U.S. business bank accounts for foreigners

Plan your New Mexico LLC's taxes

Although New Mexico LLCs have no annual report, you have other tax obligations to meet. 

• You will have to file the annual return with the IRS, which is a statement of your LLC's income. It must be filed by March 15 using Form 1065 if your LLC has multiple members. If the LLC is single-member, it is filed using Forms 1120 and 5472 by April 15.

  Note that this is not the same as paying taxes. It is simply reporting income.

• There are also sales taxes (Sales Tax), only if you have customers in the United States. In that case, the tax rate of the state where your customer's business is located applies. New Mexico has a sales tax of 5.1% to 9.1% depending on the county

•  If you plan to have employees in the USA, there are also employer taxes (Unemployment Insurance Tax, employee withholding tax). 

• What taxes does an LLC pay in the United States?

Meet your annual obligations

Your LLC will have obligations to meet every year, such as renewing the Registered Agent. 

As we said before, if your LLC has no registered agent, it can be dissolved within 30 days by the State of New Mexico. 

Then there is the annual return with the IRS that we mentioned in the previous step. 

Your registered agent will notify you of these dates!

Apply for licenses

For certain types of businesses, you may need licenses from the State of New Mexico, your locality or even the federal government to operate legally.  Find out here which licenses are required for your type of business (alcoholic beverages, cannabis, tobacco, finance, construction...).