An Anonymous LLC is a limited liability company (or LLC) that does not disclose ownership information at the Secretary of State’s Office where the LLC is filed.
Such an entity provides the standard benefits that all LLC’s provide, but also provides additional security in the form of anonymity. Anonymity is important to land owners / landlords, abuse victims, politically active companies, and others who wish to avoid harassment or embarrassment.
How Do You Form an Anonymous LLC?
To form an Anonymous LLC, it’s important that you hire someone to help you set up the company structure. Why? Because every LLC requires at least two things, when formed: The organizer (i.e. one who submits the paperwork) and the registered agent (i.e. one who received legal notice of process).
You cannot have your name associated with the paperwork (otherwise your anonymity is destroyed), so you cannot submit the paperwork yourself. That’s why you need someone else to help you.
We recommend Law 4 Small Business (L4SB) to help setup your Anonymous LLC.
Can just anyone do this, or do you have to hire a law firm?
We Recommend You Hire an Attorney or Law Firm to Setup an Anonymous LLC
It actually takes some work and skill in setting up an Anonymous LLC properly, and that means setting up a structure that is legal in the state you’re conducting business, limits your liability, protects your assets, and of course, maintains anonymity.
Unless you work with an attorney or law firm, you run the risk your anonymity is jeopardized through lack of training, incompetence or because the person (or company) you work with cannot assert attorney-client confidentiality or privilege.
Speaking frankly, attorneys and law firms can suffer severe consequences if they breach the confidences of their clients. Therefore, all attorneys and law firms tend to have strong processes, technology and training to prevent disclosure of client information.
Furthermore, the safe thing for lawyers and law firms is to examine incoming court orders and subpoenas to determine if they are valid and enforceable. Otherwise, a lawyer or law firm can get disbarred for violating client confidences.
Most other companies will just blindly do what they are told — because that’s the safe thing to, otherwise they can get themselves sued or found in contempt of court.
What’s the Right Structure for an Anonymous LLC?
If you live in an anonymous state (AL, CO, DE, GA, IA, MS, NM, OH, VA or WY), just form your anonymous LLC in that state.
As of July 2022, these states permit anonymous filings for LLC’s. If you’re transacting business in your state of residence, and your state of residence is one of these states, then you should form your Anonymous LLC in this state, and use it as your Operating Company.
If you live in California (CA), want to do things differently. Instead, form two companies: A New Mexico (NM) management company and a California (CA) operating company. You will own both companies, and the management company will be an Anonymous LLC located in NM while the operating company will be a regular LLC in California. The California LLC will be managed by the New Mexico (NM) management company.
To make this work, the NM company is non-operating. It will not need a FEIN, nor a bank account. The goal here is to avoid tripping into any of the thresholds defined by California.
If you live anywhere else, you will want to form a parent Anonymous LLC holding company, that owns a regular LLC as your operating company, in your home state. You will own the parent holding company, not the operating company (the parent holding company owns this). This structure is needed for all states not listed above.
An Anonymous LLC is a Regular LLC, Just Filed Carefully
Don’t march into your bank saying you have an Anonymous LLC, since it doesn’t technically exist. From a legal standpoint, there is no such thing as an “Anonymous LLC”.
What an Anonymous LLC is, is a carefully filed LLC that makes it possible to conduct business legally without disclosing ownership information to the Secretary of State. You will still need to disclose beneficial ownership information to the IRS, banks and in compliance with the Corporate Transparency Act, once that database is setup.
For more information about LLC’s, click on one of the links above to learn more from Law 4 Small Business (L4SB).