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TLDR
- New Jersey has an entrepreneurial spirit. For example, New Jersey works with governmental agencies, corporations, and nonprofits to boost its diverse startup community, providing access to resources, operations assistance, and networking opportunities.
- When you register a business in New Jersey, you'll need to satisfy several requirements, allowing you to start your company legally and compliantly. Before registering, though, it’s a good idea to map out your business, including your location, your ideal customer, and your marketing and sales approach, to name a few topics. You can do this by drafting a business plan.
- Before registering your startup in New Jersey, you must first determine your organization's legal entity structure. When deciding upon your start-up’s structure, it’s a good idea to discuss your options with your accountant or attorney, as they can advise you in detail about the ownership, management, and tax benefits and drawbacks of each structure.
- In choosing your startup’s structure, you'll also have to choose a name. When picking a name for an LLC, corporation, or limited partnership, you’ll need to distinguish it from other business names already registered with the state. Further, your startup’s name must comply with New Jersey’s naming conventions. You can check for available names by visiting New Jersey’s business name search database.
- Next, after choosing your startup’s name, you need to identify a registered agent. A registered agent's primary purpose is to accept the service of formal papers, such as legal or financial documents. In New Jersey, unlike other states, a registered agent may use a PO Box in addition to a New Jersey street address to receive these papers.
- Finally, after completing the above steps, it's time to submit your formation forms to New Jersey’s Department of Financial Institutions. The State of New Jersey provides sample forms for your use or review for new entities.
Known as the Garden State, New Jersey can boast about much. New Jersey saw many battles during the American Revolution as an original colony. With close access to New York and Pennsylvania, New Jersey has over 50 seaside resort towns, including Atlantic City and Asbury Park.
As the leading producer of blueberries, tomatoes, and cranberries, New Jersey also claims top musicians, including Frank Sinatra, Jon Bon Jovi, and Bruce Springsteen. Today, New Jersey has the “highest population density of any U.S. state.”
New Jersey also has an entrepreneurial spirit. For example, New Jersey works with governmental agencies, corporations, and nonprofits to boost its diverse startup community, providing access to resources, operations assistance, and networking opportunities. In addition, founders can turn to the New Jersey Economic Development Authority for numerous resources, including the NJ Entrepreneur Support Program.
Small business numbers are equally impressive. In 2021, New Jersey was home to just over 937,000 small businesses, employing 1.9 million people. Small businesses make up 99.6% of all New Jersey businesses while employing 49.5 percent of all the state’s employees. Top small business industries include professional, scientific, and technical services; construction; retail trade; health care and social assistance; accommodation and food services; administrative, support, and waste management; and wholesale trade.
As you’re launching your startup and exploring where to locate your new business, this article will explore registering your business in New Jersey.
When Do You Need to Register a Business in New Jersey?
When you register a business in New Jersey, you'll need to satisfy several requirements, allowing you to start your company legally and compliantly. Before registering, though, it’s a good idea to map out your business, including your location, your ideal customer, and your marketing and sales approach, to name a few topics. You can do this by drafting a business plan.
To help guide you in drafting your business plan, you can check in with the U.S. Small Business Administration or SCORE, which focuses specifically on small businesses and startups. New Jersey’s Department of Treasury and Department of State also offer numerous resources for New Jersey founders when starting a new business, in addition to resources specifically for entrepreneurs. Once you’ve identified some of the basics about your startup’s operation, it is time to register your business.
Below, we've broken the New Jersey requirements into an easy step-by-step process.
Determine Your Business’s Entity Structure
Before registering your startup in New Jersey, you must first determine your organization's legal entity structure. When deciding upon your start-up’s structure, it’s a good idea to discuss your options with your accountant or attorney, as they can advise you in detail about the ownership, management, and tax benefits and drawbacks of each structure.
In New Jersey, you can choose from several different business structures. One of the more prevalent business types is the sole proprietorship. If you operate as a sole proprietorship, you do not have to file your startup in New Jersey formally. Instead, any profits or losses are reported on your personal tax return.
In addition to sole proprietorships, four other popular New Jersey business entities include:
- General partnership
- Limited partnership
- Limited liability partnership
- Limited liability company
- Corporation
For example, a sole proprietorship is “easy to form and gives you complete control of your business. You're automatically considered to be a sole proprietorship if you do business activities but don't register as any other kind of business. Sole proprietorships do not produce a separate business entity. This means your business assets and liabilities are not separate from your personal assets and liabilities. You can be held personally liable for the debts and obligations of the business.”
Limited partnerships have “only one general partner with unlimited liability, and all other partners have limited liability. The partners with limited liability also tend to have limited control over the company, which is documented in a partnership agreement. Profits are passed through to personal tax returns, and the general partner — the partner without limited liability — must also pay self-employment taxes.”
On the other hand, a limited liability company or LLC “lets you take advantage of the benefits of both the corporation and partnership business structures. LLCs protect you from personal liability in most instances, your personal assets — like your vehicle, house, and savings accounts — won't be at risk in case your LLC faces bankruptcy or lawsuits.”
Choose Your Business’s Name
In choosing your startup’s structure, you'll also have to choose a name. When picking a name for an LLC, corporation, or limited partnership, you’ll need to distinguish it from other business names already registered with the state. Further, your startup’s name must comply with New Jersey’s naming conventions. You can check for available names by visiting New Jersey’s business name search database.
Reserved Names
Suppose you’re not ready to register your business in New Jersey, but you want to preserve your startup's name. In this case, you can reserve a startup name, preventing another new business from taking the name. The length of time you can reserve a name depends on your business type. The appropriate filing fee must accompany your application.
DBA or Assumed Names
Note that reserving a startup name is not the same as registering a “doing business as” or DBA name. DBA names – or alternate names in New Jersey and fictitious names in other states – must be registered with the New Jersey Division of Revenue Corporate Unit along with a $50 filing fee. Startups may acquire an alternate name only after registering the business with the state.
Suppose the founder chooses a trade name (known as a fictitious name in other states) rather than their personal name for sole proprietorships. In that case, the founder will need to file an assumed business name application with New Jersey’s Department of Revenue’s office, even though the entity itself does not need to be registered.
Additionally, “[i]f you intend to operate a sole proprietorship or general partnership using a trade name, then you must register your trade name with the County Clerk’s Office of each county in which the business will be operating. This registration at the county level is compulsory for both domestic and foreign businesses. There may be a fee associated with this registration that will differ from county to county.”
Identify Your Registered Agent
Next, after choosing your startup’s name, you need to identify a registered agent. A registered agent's primary purpose is to accept the service of formal papers, such as legal or financial documents. In New Jersey, unlike other states, a registered agent may use a PO Box in addition to a New Jersey street address to receive these papers.
Submit Your Formation Forms
Finally, after completing the above steps, it's time to submit your formation forms to New Jersey’s Department of Financial Institutions. The State of New Jersey provides sample forms for your use or review for new entities.
For example, if you choose to register as a for-profit corporation, you will file an Articles of Incorporation application along with a non-refundable $125 filing fee. For New Jersey startups registering as an LLC, you will file Articles of Organization application, also along with a non-refundable $125 filing fee.
How Much Does It Cost to Register a Business in New Jersey?
Depending upon your chosen entity for your startup, you will have your initial filing fee payment, any additional annual filings, and any taxes. For example, as stated above, you must pay a non-refundable $125 filing fee for registering a for-profit corporation and an LLC. In addition, you’ll need to file annual reports for your entity as well, requiring a filing fee.
Additionally, most New Jersey startups must apply for specific business licenses or permits through New Jersey’s Department of Treasury and local municipalities, which all may have separate filing fees.
How to Register a Business in New Jersey that Started in Another State
If you founded a startup in a state other than New Jersey but want to conduct business in New Jersey, you’ll have to register your business as a foreign entity. Whether a business is a domestic or foreign entity depends upon where the startup was formed and which state governs its management and operation.
For example, a registered startup in New Jersey is a “domestic” startup. However, if you have a Delaware registered startup but want to conduct business in New Jersey, your business would be considered a “foreign” startup.
Let’s look at an example. Suppose you have a Delaware corporation, but you’d like to conduct business in New Jersey. Then, you’ll need to register the out-of-state company (otherwise, foreign company) through New Jersey’s Online Business Formation Service.
The Benefits of Registering a Business in New Jersey
There are many benefits associated with registering your startup in New Jersey. Let’s look at some top ones:
- Top-notch health care
- Access to large cities
- Lots of diversity
- Plenty of job opportunities
- Low crime rates
- Access to entertainment, dining, and art
- Numerous tax credits and incentives for new businesses, such as the New Jobs Investment Tax Credit or the Angel Investor Credit
The Limitations Associated with Registering a Business in New Jersey
There aren’t that many limitations associated with registering your startup in New Jersey. However, here are a couple of points to keep in mind:
- Cold winters
- High taxes
- High cost of living
We Can Help!
At AbstractOps, we help early-stage founders streamline and automate regulatory and legal ops, HR, and finance so you can focus on what matters most—your business.
If you're looking for help registering your Utah startup, we can get your documentation ready, overall shepherding this process to ensure it's done right. Get in touch with us.
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Note: Our content is for general information purposes only. AbstractOps does not provide legal, accounting, or certified expert advice. Consult a lawyer, CPA, or other professional for such services.
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