How to form an LLC in Idaho

Idaho Secretary of State charges $100 to file the Certificate of Organization. The annual report is free ($0). Realistic year-one cost: $100. Ongoing yearly cost: $0 in state fees — making Idaho one of the cheapest states to maintain an LLC. Add $99–$300/year if you use a commercial registered agent.

Online filings through SOSBiz approve in 7–10 business days. Expedited 1-day processing is available for $40 extra. Mail filings take 2–3 weeks.

No fee — Idaho is one of the few states with a $0 annual report. You still must file each year in the LLC's anniversary month to confirm your information, but it's free. Failing to file leads to administrative dissolution.

No franchise tax. Pass-through LLCs pay no state-level entity tax. Owners pay personal income tax (flat 5.695%) on their share of LLC profits.

Yes. Idaho has no residency requirement for LLC members or managers. You only need an Idaho-based registered agent. Many out-of-state founders form Idaho LLCs for the $0 annual report and growing tech ecosystem.

Yes — particularly for residents and businesses with a real Idaho presence. The $100 filing + $0 annual report combination is one of the cheapest in the U.S. long-term. Boise's tech and outdoor-industry growth makes it attractive for relocating founders. The flat 5.695% income tax is moderate.

Idaho does not have a state-level general business license. Specific industries (real estate, contractors, food service, professional services) require state licensing through the relevant board. Some cities (Boise, Idaho Falls, Coeur d'Alene) require local business registration.

Idaho has a flat 6% state sales tax with limited local add-ons. If you sell taxable goods or services, register with the Idaho State Tax Commission through TAP. Idaho's sales tax base is broader than some states (it taxes some services that other states exempt), so check the Tax Commission's sales tax guide.

Idaho does not issue a general state-level business license, but many businesses must register for specific state permits through the Idaho Department of Labor, Idaho State Tax Commission, or industry regulators. For example, contractors need a license from the Idaho Contractors Board, and businesses selling taxable goods must obtain a seller's permit from the Idaho State Tax Commission at no cost. Local cities and counties — such as Boise, Nampa, or Coeur d'Alene — often require their own business licenses, with fees that typically range from $25 to $100 per year. Check both your city or county office and the Idaho Division of Occupational and Professional Licenses to identify every permit your specific business activity requires.

A single-member LLC in Idaho is taxed as a disregarded entity by default, meaning profits pass through to your personal Idaho income tax return, which is taxed at a flat rate of 5.8% for tax year 2024. Multi-member LLCs are treated as partnerships and file an Idaho Partnership Return (Form 65), with each member reporting their share of income on their individual returns. Idaho LLCs that collect sales tax must file regular sales tax returns with the Idaho State Tax Commission, and employers must register for Idaho income tax withholding and unemployment insurance. Idaho has no franchise tax or annual LLC privilege tax, which keeps the ongoing tax burden relatively low compared to states like California or Texas.

Yes, non-residents and foreign nationals can form an LLC in Idaho without restriction — you do not need to be an Idaho resident or U.S. citizen to be a member or manager. You will, however, need to appoint a registered agent who has a physical street address in Idaho, since a P.O. box is not acceptable. If your non-Idaho LLC intends to do business in Idaho, you must instead file a Foreign LLC Application for Certificate of Authority with the Idaho Secretary of State, which also carries a $100 filing fee. Keep in mind that if you form an Idaho LLC but operate primarily in another state, that other state may require you to foreign-qualify there as well, adding fees and compliance obligations in both states.

To dissolve an Idaho LLC, you must file Articles of Dissolution with the Idaho Secretary of State, either online through the SOSBiz portal or by mail, for a $20 filing fee. Before or alongside filing, you should wind up the LLC's affairs — paying off debts, liquidating assets, and notifying creditors — and cancel any state permits or tax accounts with the Idaho State Tax Commission. Idaho does not impose a formal waiting period for creditor claims in the dissolution statute, but prudent practice is to allow at least 90 days before distributing remaining assets to members. Once the Secretary of State processes the filing, the LLC's legal existence ends and it is no longer responsible for any future state fees or filings.

If you live in Idaho or conduct business there, forming an Idaho LLC is almost always the better choice because doing business in Idaho with a Wyoming LLC requires you to foreign-qualify in Idaho anyway, paying the $100 Idaho filing fee on top of Wyoming's fees. Wyoming LLCs are often marketed for their charging order protections and anonymity features, but Idaho also provides charging order protection as the exclusive creditor remedy for LLC membership interests under Idaho Code § 30-25-503. Wyoming's lack of a state income tax is not a benefit for Idaho residents, since Idaho taxes income earned in Idaho regardless of where your LLC is registered. Choose a Wyoming LLC only if you have compelling reasons — such as purely online businesses with no physical Idaho nexus — and consult a CPA or attorney before making that decision.