SHEET WA-01 · FORMATION DOSSIER

Washington

Form an LLC in Washington as a non-resident: the verified state fee, the duty that follows you every year, the agent rule, and the traps that are specific to this state — each figure sourced on this sheet.

State formation fee: $180
Total with Formation Complete: $579
Annual duty cost: $70/yr
Report pattern: By the expiration date, which is the last day of the month in which the business was first form

On fee alone, Washington is the 42th cheapest of the 49 jurisdictions in this Atlas to form in. Fee is the smallest part of the decision — the duty below is the part that repeats.

What it takes here

You form a Washington LLC by filing Certificate of Formation with the Washington Secretary of State, Corporations Division. The state fee is $180, collected by us at cost as a pass-through — the state keeps its fee; our $399 is separate and labelled as ours on the pricing page. The current Secretary of State fee is $70, NOT $60 (the form revised 6.2025 states $70 for all profit business types); a $60 figure in older material is outdated. Washington business license renewal through the Department of Revenue is a separate system from this SOS annual report and is not the fee on this sheet.

Name rules

Your company name must contain a limited-liability designator — “Limited Liability Company” or an accepted abbreviation such as “LLC” — and must be distinguishable from names already on the records of the Washington Secretary of State, Corporations Division. A name that implies a regulated activity (banking, insurance, trust) or a government affiliation invites rejection or a consent requirement in Washington as in most states. For a non-resident there is a second, quieter naming point: the name on the Certificate of Formation is the name the IRS will print on your EIN confirmation (the CP 575), and it is the name your bank and payment processors will match against your documents. Pick the final name before filing; amending it later is a second state filing with a second fee.

Publication

Washington imposes no newspaper-publication requirement on a new LLC. The publication duty that founders read about belongs to a small set of states — New York, Arizona and Nebraska are the ones in this Atlas — and it does not travel with you if you form here.

Forms, office and processing

The filing office is the Washington Secretary of State, Corporations Division. The formation document is the Certificate of Formation; most Washington filings can be made online, and online filings are acknowledged faster than paper ones as a rule. The Secretary of State publishes its fee schedules with expedited (priority) service and posts current processing-delay notices on its Corporations & Charities page; its published processing guideline for new filings is 5–10 business days (Fee Schedules & Priority Services, checked 2026-11-05). (Processing source: the office’s own page — checked 2026-11-05.) What we commit to in writing, before anything is filed, is the fee, the duty and the due pattern on this sheet.

The foreign-registration warning

Forming in Washington does not licence you to operate everywhere. If your LLC will have an office, employees, inventory or a sustained physical presence in another state, that state will generally require foreign qualification there — a second registration, a second agent and a second set of duties, on top of this one. Non-residents most often trip on this by forming in a low-fee state while living-adjacent operations, warehousing or staff sit somewhere else. The state of formation should follow the business, not the other way round; the diagnostic on this site asks where your customers and operations are for exactly this reason.

Your registered agent in Washington

All businesses must have a registered agent in Washington per RCW 23.95.415; agent must sign consent to serve, noncommercial agent must provide a Washington physical street address (no PO Box/PMB), commercial agent must be registered with the SOS

Formation Complete includes the registered agent for year one. From year two the renewal is $149 a year — the same figure on every sheet in this Atlas, because the agent’s job (a real address, a person or service that can receive process, and forwarding that actually reaches a founder overseas) costs the same diligence in Olympia as anywhere else. If you move the agent elsewhere, the duty calendar below does not move with it: the report duty belongs to the LLC, not to the agent.

Duty calendar

Annual report — By the expiration date, which is the last day of the month in which the business was first formed/registered; may be filed up to 180 days before the expiration date — $70.

This state sets no recurring report date for an LLC.

The recurring duty is the line that decides what Washington costs you in year three, not just year one. Annual report — By the expiration date, which is the last day of the month in which the business was first formed/registered; may be filed up to 180 days before the expiration date — $70. Priced into the five-year table on this sheet at $70 a year (annualised), it is the difference between a cheap formation and a cheap company.

If it is late. $25 delinquency fee if the annual report is received past the expiration date (SOS Annual Report instructions, Rev. 6.2025)

If the duty is missed altogether. Failure to file by the expiration date may result in administrative dissolution (SOS annual report form)

Cost of ownership

Formation Complete $399 one-time + state fee at cost; agent renewal $149/yr from year 2; state duty annualised from the verified figure on this sheet.
Horizon	Total paid	What it contains
Year 1	$579	$399 package + $180 state fee; agent year 1 included
By end of year 2	$798	Year 1 + $149 agent renewal + $70 state duty
By end of year 5	$1,455	Year 1 + four renewals + four years of state duty

Compare that five-year figure, not the formation fee, against any other state you are considering — the compare tray in the Atlas does it side by side for up to three states. A state that is $100 cheaper to form and $300 a year heavier to keep is the expensive state.

Where Washington sits in this Atlas: 42nd of 49 by formation fee ($180), and 36th by the five-year cost of ownership ($1,455). The year-one total of $579 is the $399 package with the state fee passed through at cost; after that, the meter runs at the $149 yearly agent renewal plus the state duty of $70 a year. The state duty itself makes up 19.2% of the five-year total; the rest is the package and the registered-agent renewal. That sits above the Atlas median five-year cost of $1,260. Judged on five years instead of filing day, Washington is a state whose keeping costs deserve a second look before you file — and that longer view is the one a non-resident owner actually lives with.

Non-resident specifics in Washington

Washington has no income tax but does have a gross-receipts tax — the Business & Occupation (B&O) tax — which applies to Washington-sourced business activity rather than to the mere existence of the LLC. A Washington LLC with no Washington customers can sit at the $70 annual report as its only recurring state cost; one selling into Washington should price B&O registration and filing into the plan from the start.

The federal layer, which no state choice removes. A single-member LLC owned by a non-resident is, by default, a disregarded entity for US federal income tax — and since 2017 that status carries an annual information duty: Form 5472 attached to a pro-forma Form 1120, due each year the LLC exists, reporting reportable transactions with its foreign owner (funding the company counts). The penalty for a missing or late Form 5472 starts at $25,000. Multi-member LLCs are taxed as partnerships by default and file Form 1065, with their own withholding questions when US-source income reaches foreign partners. None of this is a reason not to form; all of it is a reason to form with the calendar already drawn. The EIN guide on this site walks the Form SS-4 route for founders with no SSN or ITIN, the CP 575 you receive, and the 5472 duty in full.

Address and banking reality. Your Washington LLC’s address on the state record is its registered office — the agent’s address — which is a service address, not your trading address, and should never be sold to you as one. Banks and payment processors will ask for the beneficial owner’s foreign address and passport-grade identification, and many will ask why the company sits in Washington; “my operations and customers are there” is an answer, a fee table is not. Form where the answer is true.

Plot my route — the 5-question diagnostic Compare Washington in the Atlas

Sources: formation fee and duty verified against official state sources — Washington Secretary of State, Corporations Division: https://www.sos.wa.gov/sites/default/files/2025-06/6.2025%20-%20LLC%20-%20COF_0.pdf · duty record: https://www.sos.wa.gov/sites/default/files/2025-12/6.2025%20-%20Annual%20Report%20-%20Profit%20Entity%20Types%2023B%20M%26M%20%26%20Corp%20Sole%20%28Fillable%20Form%29.pdf · fees verified 2026-11-03, duties verified 2026-11-04. Federal figures (Form 5472 penalty) per IRS instructions for Form 5472.