How to Form an LLC in Wisconsin

Filing an LLC with the Wisconsin Department of Financial Institutions

Wisconsin LLC filings go to the Department of Financial Institutions, Division of Corporate & Consumer Services, Corporation Bureau, which DFI describes as "the filing office for the organizational instruments to create ... limited liability companies." The Wisconsin Secretary of State does not receive these filings. The bureau answers at (608) 261-7577.

Two requirements shape the articles. The initial registered agent's e-mail address is part of the required contents under Wis. Stat. § 183.0201(2)(d), and § 183.0115(2) requires that agent to have "an e-mail address and a place of business or activity in this state." Where the document is executed in Wisconsin, § 182.01(3) requires it to name its drafter.

Wisconsin also charges nothing to file articles of organization for a company whose members are all student entrepreneurs: under § 183.0122(2)(d), organizers or members at least 18 years of age enrolled in a postsecondary institution in the state, in a public, private or tribal high school in the state, or in a home-based private educational program. That filing uses paper Form 502SE, marked "NO FILING FEE" and mandatory.

The articles of organization

Section 183.0201(1) provides that "one or more persons may act as organizers to form a limited liability company by signing and delivering to the department for filing articles of organization." Form 502, revised May 2026, is DFI's form for it, and its use is optional.

Section 183.0201(2) requires the articles to state that the company is organized under ch. 183, the company name, the street and mailing addresses of the principal office, the name and street, mailing and e-mail addresses of the initial registered agent, the name and address of each organizer, and any delayed effective date declared under § 183.0207. The principal office "need not be located in Wisconsin." Members and managers are absent from that closed list, and § 183.0201(3)(a) makes a statement that management is vested in managers optional. At least one organizer signs, and the filing takes effect at the close of business on the date DFI receives it unless a later date and time are declared, no more than 90 days after receipt.

Fees and submission

Section 183.0122(2)(a)1. sets the articles of organization fee at $130. The One Stop Business Portal states that "the online filing fee for this entity type is $130.00 plus a $1.00 portal fee," making an online filing $131. Paper filing is $170, the fee printed on Form 502 and in DFI's fee table. Fees are not refundable. Paper articles go to the DFI at Box 93348, Milwaukee WI 53293-0348, or by express or priority mail to 4822 Madison Yards Way, North Tower, Madison WI 53705.

Processing and expedited service

For ordinary online filings DFI publishes one statement: "In most cases, your filing will be accepted upon receipt and you will receive notice immediately."

Three expedite tiers sit above it. DFI-CCS 10.01(4) sets $100 "for processing, in an expeditious manner, a document required or permitted to be filed with the department," which DFI ties to close of business the first business day following receipt. Section 182.01(4)(d) sets $250 to expedite "to within 4 hours of filing" and $500 "to within one hour of filing," both offered only at DFI's customer service counter in Madison.

Naming a Wisconsin LLC

Section 183.0112(1) requires the name to contain "limited liability company" or "limited company," or the abbreviation LLC or LC, or a variation differing only in capitalization or punctuation; "Limited" may be shortened to Ltd. and "company" to Co. Under § 183.0112(2) it must be distinguishable on DFI's records from any existing person whose formation required a DFI filing and that is not administratively dissolved, any limited liability partnership with a statement of qualification in effect, any name under which a person is registered to do business in Wisconsin, and names reserved or registered under §§ 183.0113 and 183.0114. Section 183.0112(3m) still permits an indistinguishable name on the holder's written consent and undertaking to give up its own claim, or on a certified copy of a final court judgment establishing the applicant's right to the name; that application costs $10.

DFI hosts the Corporate Registration Information System, CRIS, for searching, and cautions that no name should be assumed available until DFI has examined and accepted the filing in writing. Section 183.0113(1) reserves a name "for the applicant's exclusive use for a 120-day period, which may be renewed," on Form 1 for $15.

Registering a trade name is optional and runs through DFI's trademark register, where § 132.001(2) defines a mark to include a trade name and § 132.01(3) sets a $15 fee for a registration that DFI says "expires after 10 years if not renewed."

Registered agent and registered office

Section 183.0115(1) requires every LLC and registered foreign LLC to maintain a registered agent and registered office in Wisconsin, and makes the designation "an affirmation of fact ... that the agent has consented to serve," so no separate consent form is filed. Form 502 instructions add that the entity may not name itself as its own registered agent. Section 183.0115(1m) requires the registered office to be "an actual physical location with a street address and not solely a post office box, mailbox service, or telephone answering service," and limits the role to a natural person residing in Wisconsin or a domestic or authorized foreign corporation, nonstock corporation, LLC, limited partnership or limited liability partnership whose business office is identical with the registered office.

A change runs through Form 13, the Statement of Change, or through the annual report, since § 183.0212(5) treats differing report information as a statement of change. The separate statement costs $10 online and $25 on paper. More sits on the Wisconsin registered agent page.

The Wisconsin annual report

Section 183.0212(3)(a) sets the deadline by quarter rather than by day: the report is delivered "during the calendar year quarter in which the anniversary date of the articles' effective date occurs," in each year following the calendar year in which the articles became effective. Articles effective in the first calendar quarter therefore carry a March 31 deadline, and those effective in the second, third and fourth quarters carry deadlines of June 30, September 30 and December 31.

The fee is $25 online and $40 on paper. Since January 3, 2017 DFI has required domestic limited liability companies "to file their annual reports online through the One Stop Business Portal." Section 183.0212(1) calls for the company name, the Wisconsin registered agent's street address, name and e-mail address, the principal office street address, and the name of at least one member or manager, matching how the company is managed, current as of the date the report is signed. DFI e-mails entities each quarter that their reports are due in the following quarter.

Missing the deadline

A company that does not file is flagged DLQ, "not current with annual report filings" in DFI's status table, and DFI states that "delinquent status may be cured by filing a current annual report and paying the back annual report fees." No late or penalty fee for a domestic LLC annual report appears in the chapter 183 fee list, in DFI-CCS 10.01, or in DFI's published fee table.

Section 183.0708(1) lets DFI commence an administrative dissolution proceeding on several grounds, among them when the annual report is not on file within one year after it is due, when the company is without a registered agent for at least a year, and when it does not notify DFI within a year of a change affecting its agent or office. DFI then gives written notice to the registered agent, and § 183.0708(3) allows 60 days after that notice takes effect to correct each ground or show to DFI's reasonable satisfaction that it does not exist. Reinstatement under § 183.0709 takes an application, the fees and penalties owed, and a $100 fee set by DFI-CCS 10.01(7).

A registered foreign LLC reports on a different clock: $65 under § 183.0122(2)(a)18. and $80 on paper, due in the first calendar quarter of each year following registration, so March 31. See the Wisconsin foreign LLC page.

Operating agreement and management

Chapter 183 provides for no operating agreement filing, since § 183.0201(2) is a closed list that does not include one. Section 183.0102(13) defines the agreement as one "whether oral, implied, in a record, or in any combination thereof, of all the members of a limited liability company, including a sole member," and its wording decides management: § 183.0407(1) makes a Wisconsin LLC member-managed unless a written operating agreement provides that it "is or will be 'manager-managed'" or "'managed by managers,'" or that management "is or will be vested in managers," or words of similar import. Under § 183.0105 the agreement governs relations among members, a manager's rights and duties, the company's activities and affairs and its own amendment, and chapter 183 governs any matter it does not address. The general operating agreement guide covers what these documents contain.

Which edition applies turns on a date. Section 183.0110(1) states that "this chapter applies to a limited liability company formed on or after January 1, 2023," and it reached earlier companies then as well, except one that had filed a statement of nonapplicability, which remains subject to ch. 183, 2019 stats.

EIN

An employer identification number comes from the IRS, not from any Wisconsin agency. The EIN guide sets out the application steps.

State tax and licensing registrations

The One Stop Business Portal completes entity registration with DFI, business tax registration with the Department of Revenue, and an unemployment insurance assessment for the Department of Workforce Development in one application. Business Tax Registration costs $20 for an initial two-year period and $10 for each following two-year period.

A seller's permit is required of every organization making retail sales, leases or rentals of taxable products or providing taxable services in Wisconsin, unless all sales are exempt. An employer that withholds Wisconsin income taxes registers with the Department of Revenue for a withholding tax number.

The state sales and use tax rate is 5%. Section 71.21(6)(a) lets an LLC treated as a partnership elect taxation at the entity level at 7.9% of net income reportable to Wisconsin, on the consent of holders of more than 50 percent of capital and profits. The Wisconsin LLC tax page goes further.

The One Stop portal names no statewide general business license, saying only that "your business may also require additional licenses or permits issued by the State of Wisconsin." DFI adds that it "lacks the authority to certify if a business is operating legally."

Statements of authority and other filings

A statement of authority under § 183.0302, Form 501 at $10, runs in renewable five-year periods, and § 183.0302(6) gives it force in real estate: a certified copy recorded with the register of deeds for the county where the property sits makes a grant of authority to transfer that property conclusive in favor of a person who gives value in reliance on it without knowledge to the contrary. Dissolution uses Form 510 at $20 online and $35 on paper; see the Wisconsin dissolution page.

Frequently asked questions

Which agency handles Wisconsin LLC filings?

The Wisconsin Department of Financial Institutions, Division of Corporate & Consumer Services, Corporation Bureau. DFI calls itself the filing office for the organizational instruments that create limited liability companies. The Wisconsin Secretary of State does not receive these filings.

How much does it cost to form an LLC in Wisconsin?

Wis. Stat. s. 183.0122(2)(a)1. sets the articles of organization fee at $130. Filing online through the One Stop Business Portal adds a $1 portal fee, for $131. Paper filing is $170. An LLC whose members are all student entrepreneurs pays no filing fee. Fees are not refundable.

Does Wisconsin offer expedited LLC filing?

Yes. Wis. Admin. Code DFI-CCS 10.01(4) sets a $100 expedite fee, and DFI acts on those requests by the close of business the first business day following receipt. Wis. Stat. s. 182.01(4)(d) sets $250 for processing within four hours and $500 within one hour, both available only at the customer service counter in Madison.

When is the Wisconsin LLC annual report due?

During the calendar quarter holding the anniversary of the articles' effective date, in each year after the year the articles took effect. That places the deadline on March 31, June 30, September 30 or December 31. The fee is $25 online through the One Stop Business Portal and $40 on paper.

Can a Wisconsin LLC serve as its own registered agent?

No. Form 502 instructions state that the entity may not name itself as its own registered agent. Under Wis. Stat. s. 183.0115(1m) the agent is a Wisconsin resident or a qualifying entity whose business office is identical with the registered office, and s. 183.0115(2) requires the agent to have an e-mail address and a place of business or activity in Wisconsin.