Washington LLCs cost $200 to form and $70/year for annual reports - highest formation fee on West Coast but reasonable annual cost. Annual report due by anniversary date of formation. WA Secretary of State processes online filings in 3-5 business days. No state income tax makes Washington attractive despite high formation cost.
Washington LLC Formation
Washington Secretary of State processes LLC formations. $200 filing fee (highest on West Coast).
Standard processing: 3-5 business days (fast). 24-hour expedite: +$50. Same-day: +$100.
Name Requirements
Must include "Limited Liability Company", "Limited Liability Co.", "LLC", or "L.L.C.".
Restricted words: Bank, Trust, Insurance, Corporation. Washington SOS rejects 19% of names for similarity.
Name Reservation
Search Washington Business Licensing Service at bizfilings.wa.gov. Free.
Name reservation: $30, holds 180 days (6 months). Can't extend but can re-reserve.
Formation Process
File Certificate of Formation with Washington Secretary of State. Online filing at bizfilings.wa.gov or mail to Olympia.
Required: LLC name, registered agent with WA address, principal office address, duration, effective date.
Registered Agent Requirement
Must have Washington registered agent with physical WA address (no PO boxes). Can be individual or entity.
Can use yourself if you have WA address. Professional registered agent: $100-250/year.
Annual Report
Due every year on ANNIVERSARY DATE of formation. $70 fee. File online through Washington SOS.
Example: LLC formed June 15, 2024 must file annual report by June 15, 2025.
Penalty for Late Filing
$25 late fee if filed within 30 days. $50 late fee if filed 31-60 days late.
Administrative dissolution after 60+ days of non-filing. Reinstatement: $200.
WA vs Other West Coast States
Washington $200 + $70/year vs California $70 + $800/year: WA saves $600/year despite higher formation cost.
Washington $200 + $70/year vs Oregon $100 + $100/year: OR slightly cheaper but WA has no income tax.
No Income Tax Advantage
Washington is one of only 9 US states with NO state income tax. LLCs pay federal tax only.
Compare to California 13.3% state tax: On $100K profit, WA saves $13,300/year in taxes. Formation cost difference ($130) pays for itself immediately.
Washington Business & Occupation (B&O) Tax
Washington has B&O tax instead of income tax. Tax on gross receipts (not profit). Rates vary by industry: 0.13%-3.3%.
Small business exemption: First $100K-$500K gross receipts usually exempt (varies by business type).
B&O vs Income Tax
B&O tax can be lower OR higher than income tax depending on profit margins.
High-margin business (software, consulting): B&O often better than income tax. Low-margin business (retail, distribution): Income tax might be better.
Operating Agreement
Not required by WA law but HIGHLY RECOMMENDED for all LLCs.
Washington courts enforce Operating Agreement terms. Critical for multi-member LLCs.
Foreign LLC
Out-of-state LLCs doing business in Washington must register as foreign LLC. $200 filing fee (same as domestic).
Annual report still required: $70/year on anniversary date.
When Foreign Registration Required
Maintaining office in WA, employing WA workers, owning WA real estate, regularly conducting business in state.
Selling products online to WA customers typically doesn't require foreign registration (no physical presence).
Common Mistakes
Not accounting for B&O tax: Gross receipts tax can surprise businesses. Calculate B&O liability before choosing Washington.
Comparing formation cost only: WA's $200 formation seems expensive but no income tax saves thousands annually for profitable businesses.
Missing anniversary deadline: WA uses exact anniversary date (not end of month like many states). Set reminder 30 days before.
When WA Makes Sense
Choose Washington LLC if: High-profit business (no income tax is huge savings), tech/software company (low B&O rates), Seattle-area operations, want to avoid California taxes.
Consider alternatives if: Low-margin business (B&O on gross receipts hurts), very small revenue (formation cost proportionally high), operating primarily in other states.
Tech Startups
Washington popular for software/SaaS companies. No income tax + low B&O rates for tech (0.484%) = significant savings.
Many Seattle-area founders choose WA over Delaware for operating company, keep Delaware for holding company/IP.
Trademark Lens verifies Washington LLC name availability before $200-230 formation costs.