New Hampshire LLC Filing Tips to Avoid Rejection
Even when your Certificate of Formation appears complete, New Hampshire may reject it due to technical issues, formatting problems, or overlooked state requirements. The tips below focus on common mistakes that cause delays or rejection.
Tip 1: Make Sure Every Page Is Legible
Certificates that are difficult to read due to pencil, erasable ink, or handwritten corrections may be rejected. Make sure all pages are legible and professionally printed in black ink.
Tip 2: Submit One-Sided Documents
New Hampshire will reject by mail or in-person filings printed on both sides of the paper, even if all required information is present. Always submit single-sided documents only.
Tip 3: Watch for Name Conflicts
A name may still be rejected even if it appears available. Names that differ only slightly from existing New Hampshire businesses, like changes in spacing, punctuation, or abbreviations, may not be considered distinguishable.
Tip 4: Be Specific When Describing Your Business Purpose
New Hampshire law requires that LLCs state the primary nature of their business in specific terms. For example: “sale and manufacture of coffee mugs,” or “freelance wedding photography.” New Hampshire is fairly strict on this one, requiring that you be as specific as possible. Vague definitions like “sales” or “business services” will be rejected.
Tip 5: Confirm Your Registered Agent’s Eligibility
You must appoint a New Hampshire resident (over 18 years old), LLC, or corporation available during business hours to act as your registered agent.
Tip 6: Avoid Using a PO Box or “Care Of” Address for the Registered Agent
Using a PO Box, or “c/o” designation instead of a physical New Hampshire street address will result in rejection. The address must be a location where legal documents can be personally delivered.
Tip 7: Handle the Dissolution Section Carefully
If a dissolution date is provided, it must include the full month, day, and year. Partial dates are not accepted. If the LLC is intended to exist indefinitely, the section should clearly state “None,” “Perpetual,” or “Ongoing.” Leaving this section unclear can cause rejection.
Tip 8: Use Exact Language for the Management Structure
New Hampshire accepts only specific wording to indicate whether an LLC is manager-managed or member-managed. In the FIFTH section, the terms “IS” or “IS NOT” must be used exactly as required. Any variation, abbreviation, or alternative phrasing may cause the filing to be rejected.
Tip 9: Include the Following Required Statement:
The sale or offer for sale of any ownership interests in this business will comply with the requirements of the New Hampshire Uniform Securities Act (RSA 421-B).
If the above statement is not in your Certificate of Formation, they will be rejected.
Tip 10: Ensure the Signer’s Title Matches the Management Structure
Rejections often happen when the signer’s title doesn’t align with the LLC’s management type. The Certificate must be signed by a Manager for manager-managed LLCs or by a Member for member-managed LLCs. Only the titles “Manager” or “Member” are accepted.
Tip 11: Verify Payment Amount and Method Before Submitting
Incorrect payment is a common cause of rejection. This includes submitting the wrong total amount, forgetting the electronic filing fee when filing online, or using an unsupported payment method. Always confirm the correct fee and acceptable payment type before filing.