Scarinci Hollenbeck, LLC, LLCScarinci Hollenbeck, LLC, LLC

Firm Insights

What Documents Do You Need to Open a New Jersey Business?

Author: Scarinci Hollenbeck, LLC

Date: April 8, 2022

Key Contacts

Back
What Documents Do You Need to Start a New Jersey Business?

When forming a New Jersey business, there is a daunting amount of paperwork involved...

When forming a New Jersey business, there is a daunting amount of paperwork involved. Many of the documents are required by regulators, such as the New Jersey Secretary of State, while others are simply good practice.

Filing Requirements

For sole proprietors and partnerships, the filing requirements are fairly limited. However, if your business name does not include the first and last name of the owner(s), you must register it as an assumed name, i.e. Back Street Yoga Studio, with the county clerk’s office.

On the other end of the spectrum, forming a limited liability corporation (LLC), limited liability partnership (LLP) or corporation requires additional paperwork. An LLC, C-Corp, S-Corp, LP, or LLP needs to form a business entity with the New Jersey Department of Treasury’s Division of Revenue and Enterprise Services. To complete the business formation filing, you will need to have the following information:

  • Corporate name and address.
  • The name and address of a registered agent with a New Jersey address at which the agent will be available to receive official documents related to the business.
  • The date the business will end its tax year.
  • The purpose of the business organization.
  • If the business entity is a corporation, the number of shares of stock it will be allowed to issue.
  • A list of names and addresses of initial directors appointed to run the corporation.
  • The name and address of every person undertaking to form the business entity.

After you form your business, you will obtain a Certificate of Formation or Certificate of Authority which will display your Entity ID, which is a 10-digit number used to identify your corporate business records. 

Governing Documents

Every New Jersey business also needs governing documents. The exact nature of the document depends on your business structure, i.e., whether you are starting a partnership, limited liability company, or corporation. 

Partners should always execute a partnership agreement, even though not required by law. The partnership agreement should minimally address crucial issues such as the financial contributions of the partners, the allocation of management duties, the distribution of profits and losses, and the procedures for resolving disputes and rights upon termination. Having an agreement in place not only allows the business to run more smoothly but also helps avoid partnership disputes and other commercial litigation.

More sophisticated business entities like LLCs require an operating agreement. The binding contract provides the structure for the company’s management and financial decisions. Most importantly, the agreement formalizes that the members will have no personal liability to the LLC. Like a partnership agreement, the operating agreement should also describe the ownership shares of the members, the responsibilities of each member, the management structure of the company, the rules for holding meetings and taking votes and the procedures for transferring ownership if a member leaves, dies or becomes incapacitated.

For corporations, bylaws are an essential formation document. A company’s bylaws set forth the structure of the business and establish the basic ground rules that will govern a corporation’s operation. Issues addressed in corporate bylaws include basic corporate information, a statement of purpose, information about the officers and board of directors, shareholder ownership rights, and procedures for keeping and managing corporate records, removing officers/directors and amending the bylaws.

Tax Documents

All New Jersey businesses, including sole proprietorships and partnerships, must register for tax purposes with the New Jersey Division of Revenue & Enterprise Services. Additionally, businesses that have employees, have more than a single owner or are organized as a corporation, must obtain a Federal Employer Identification Number (EIN), commonly referred to as a Federal Tax ID, from the Internal Revenue Service (IRS).

All businesses must also file Form NJ-REG to register the business with the State for employment and tax purposes. The NJ-REG can be submitted along with the initial business formation filing. If filed separately, the NJ-REG is due within 60 days of the Certificate of Formation. In any event, the form must be filed no less than five days before beginning operation of the business. Additionally, if the business will be collecting sales tax, the NJ-REG must be filed no less than 15 days before the business’s first sale.

Business Licenses

Certain businesses, professions, or occupations may require specific licenses or certifications. Examples include accountants, architects, beauty salons, childcare providers, and landscapers. To determine the specific requirements for your business, check out New Jersey’s Licensing & Certification Guide.

Key Takeaway

Starting a New Jersey business can be a daunting task. However, it is imperative to file the proper paperwork and obtain legal authority to operate your company in New Jersey before engaging in any business transactions. Having an experienced and knowledgeable business lawyer on your side can help your startup succeed.

If you have questions, please contact us

If you have any questions or if you would like to discuss the matter further, please contact Ashley Brinn or the Scarinci Hollenbeck attorney with whom you work, at 201-896-4100.

No Aspect of the advertisement has been approved by the Supreme Court. Results may vary depending on your particular facts and legal circumstances.

Scarinci Hollenbeck, LLC, LLC

Related Posts

See all
How to Conduct a Fair and Legal Employee Termination in 2025 post image

How to Conduct a Fair and Legal Employee Termination in 2025

Ongoing economic uncertainty is forcing many companies to make tough decisions, which includes lowering staff levels. The legal landscape on both the state and federal level also continues to evolve, especially with significant changes to the priorities of the Equal Employment Opportunity Commission (“EEOC”) under the Trump Administration. Terminating an employee is one of the […]

Author: Angela A. Turiano

Link to post with title - "How to Conduct a Fair and Legal Employee Termination in 2025"
Admin Dissolution for Annual Report: What You Need to Know post image

Admin Dissolution for Annual Report: What You Need to Know

While filing annual reports may seem like a nuisance, failing to do so can have significant ramifications. These include fines, reputational harm, and interruption of your business operations. In basic terms, “admin dissolution for annual report” means that a company is dissolved by the government. This happens because it failed to submit its annual report […]

Author: Dan Brecher

Link to post with title - "Admin Dissolution for Annual Report: What You Need to Know"
What Is Antitrust Litigation Law? post image

What Is Antitrust Litigation Law?

Antitrust laws are designed to ensure that businesses compete fairly. There are three federal antitrust laws that businesses must navigate. These include the Sherman Act, the Federal Trade Commission Act, and the Clayton Act. States also have their own antitrust regimes. These may vary from federal regulations. Understanding antitrust litigation helps businesses navigate these complex […]

Author: Robert E. Levy

Link to post with title - "What Is Antitrust Litigation Law?"
Dissolving Your Business: Essential Legal Steps to Protect Your Interests post image

Dissolving Your Business: Essential Legal Steps to Protect Your Interests

If you’re considering closing your business, it’s crucial to understand that simply shutting your doors does not end your legal obligations. Unless you formally dissolve your business, it continues to exist in the eyes of the law—leaving you exposed to ongoing liabilities such as taxes, compliance violations, and potential lawsuits. Dissolving a business can seem […]

Author: Christopher D. Warren

Link to post with title - "Dissolving Your Business: Essential Legal Steps to Protect Your Interests"
The Role of Corporate Restructuring in Mergers & Acquisitions post image

The Role of Corporate Restructuring in Mergers & Acquisitions

Contrary to what many people think, corporate restructuring isn’t all doom and gloom. Revamping a company’s organizational structure, corporate hierarchy, or operations procedures can help keep your business competitive. This is particularly true during challenging times. Corporate restructuring plays a critical role in modern business strategy. It helps companies adapt quickly to market changes. Following […]

Author: Dan Brecher

Link to post with title - "The Role of Corporate Restructuring in Mergers & Acquisitions"
Crypto Enforcement: A Former Prosecutor’s Warning to Criminals and the Public post image

Crypto Enforcement: A Former Prosecutor’s Warning to Criminals and the Public

Cryptocurrency intimidates most people. The reason is straightforward. People fear what they do not understand. When confusion sets in, the common reaction is either to ignore the subject entirely or to mistrust it. For years, that is exactly how most of the public and even many in law enforcement treated cryptocurrency. However, such apprehension changed […]

Author: Bryce S. Robins

Link to post with title - "Crypto Enforcement: A Former Prosecutor’s Warning to Criminals and the Public"

No Aspect of the advertisement has been approved by the Supreme Court. Results may vary depending on your particular facts and legal circumstances.

Sign up to get the latest from our attorneys!

Explore What Matters Most to You.

Consider subscribing to our Firm Insights mailing list by clicking the button below so you can keep up to date with the firm`s latest articles covering various legal topics.

Stay informed and inspired with the latest updates, insights, and events from Scarinci Hollenbeck. Our resource library provides valuable content across a range of categories to keep you connected and ahead of the curve.

Let`s get in touch!

* The use of the Internet or this form for communication with the firm or any individual member of the firm does not establish an attorney-client relationship. Confidential or time-sensitive information should not be sent through this form.

Sign up to get the latest from the Scarinci Hollenbeck, LLC attorneys!