$350 to form your New Jersey LLC

New Jersey LLC Cost: $125 Filing + $75/Yr Annual Report + $150 Minimum LLC Fee (2026)

Forming an LLC in New Jersey costs $125 to file the Certificate of Formation, plus $75/yr for the annual report, plus a $150 minimum annual LLC fee (the per-member fee, scaling up to $250 for LLCs with $250K+ NJ gross receipts). For LLCs that elect S-corp status, the NJ Corporation Business Tax minimum of $375 also applies. Year-one cost (DIY, pass-through): $200 state filings + $150 LLC fee = $350. Five-year cost: $1,250 for a small NJ LLC, higher for high-revenue or corp-elected LLCs.

Reviewed by LLC Formation Cost Editorial Team, fact-checked against primary government sources • Last updated 2026-05-14 • 5 primary government sources cited

TL;DR

New Jersey LLCs file the Certificate of Formation with the New Jersey Division of Revenue and Enterprise Services for $125. After formation, the annual report is $75 (filed online through NJ Business Records), and the NJ Partnership Filing Fee (also called the “minimum annual LLC fee”) is $150/yr per member, scaling to $250/yr for LLCs with $250,000+ in NJ gross receipts. Single-member disregarded-entity LLCs are exempt from the partnership filing fee but owe the $75 annual report. LLCs that elect S-corp status owe an additional NJ Corporation Business Tax minimum of $375/yr (NJ Statute § 54:10A-5). The full New Jersey state-level cost stack depends on tax classification: pass-through partnerships pay $225/yr ($75 + $150), pass-through single-member pay $75/yr, S-corp elected LLCs pay $450/yr ($75 + $375). Beyond the state-level filings, New Jersey has one of the highest state personal income tax rates in the country (top rate 10.75% on income over $1M), which applies to pass-through LLC profits flowing to NJ-resident members. The combined federal-plus-NJ marginal rate on high-earning NJ LLC owners can exceed 47% before considering self-employment tax. For founders with the option to operate from a lower-tax state, NJ formation makes sense only when there is genuine NJ nexus.

New Jersey LLC cost breakdown (2026)

Line item	Cost	Source
Certificate of Formation	$125	nj.gov/treasury
Annual Report	$75/yr	njbgs.nj.gov
NJ Partnership Filing Fee (multi-member, under $250K NJ gross)	$150/yr	nj.gov/treasury/taxation
NJ Partnership Filing Fee (multi-member, over $250K NJ gross)	$250/yr	nj.gov/treasury/taxation
NJ Corporation Business Tax minimum (S-corp election)	$375/yr	nj.gov/treasury/taxation
Registered Agent service	$50-$200/yr	nj.gov/treasury
Expedite filing (8.5-hour)	$25	nj.gov/treasury
Expedite filing (2-hour)	$500	nj.gov/treasury
Year 1 total (DIY, single-member pass-through)	$200
Year 1 total (DIY, multi-member pass-through)	$350
Year 1 total (S-corp elected)	$575
Year 2+ (single-member pass-through)	$75/yr
Year 2+ (multi-member pass-through, under $250K)	$225/yr
5-year total (multi-member pass-through, under $250K)	$1,025

All figures verified 2026-05-14 from the New Jersey Division of Revenue and Enterprise Services and Division of Taxation.

What makes New Jersey expensive: the partnership filing fee

New Jersey’s $125 filing fee is reasonable. The annual report at $75 is mid-tier. The unusual cost driver is the NJ Partnership Filing Fee (NJ Statute § 54A:8-7), levied annually on every NJ LLC taxed as a partnership:

• $150/yr minimum for multi-member LLCs taxed as partnerships, regardless of revenue.
• $250/yr if NJ gross receipts exceed $250,000.
• $25/per-member surcharge in some structures (capped at $250K under the partnership fee table).
• Single-member disregarded entities are exempt from the partnership fee but still owe the $75 annual report.

For LLCs that elect S-corp tax status, the NJ Corporation Business Tax minimum of $375/yr applies on top of the $75 annual report. The CBT minimum is owed even when the S-corp has $0 NJ revenue, it is a minimum-tax floor under § 54:10A-5(e).

The structural mistake to avoid: many founders elect S-corp for the federal SE-tax savings without realizing the NJ CBT minimum of $375/yr eats much of that savings unless NJ income is meaningfully large. Stay default-pass-through for small NJ LLCs ($100K-$200K revenue); the SE-tax savings of S-corp election in NJ rarely beats the $375/yr cost at that scale.

Filing steps (DIY, no service)

1. Pick a name. Search availability at the NJ Business Name Search. Names must include “Limited Liability Company,” “LLC,” “L.L.C.” under NJSA § 42:2C-8.
2. Designate a registered agent. Required by NJSA § 42:2C-13. Must have a New Jersey street address.
3. File Certificate of Formation. $125 online via NJ Business Records.
4. Register for state taxes (Form NJ-REG). Required of every NJ business within 60 days of formation. Free registration covers sales tax, employer withholding, and the partnership filing fee.
5. Get a federal EIN. Free at irs.gov.
6. Draft an operating agreement. Not statutorily required to be filed with NJ, but explicitly recognized under NJSA § 42:2C-11. Strongly recommended.
7. Open a business bank account. NJ banks (PNC, Valley National, Investors Bank) accept Articles + EIN + operating agreement.
8. File FinCEN BOI report. Required under the Corporate Transparency Act within 30 days of formation. Free at fincen.gov/boi.
9. File NJ-1065 partnership return (multi-member). Filed annually by April 15. Includes the $150 (or $250 above threshold) partnership filing fee.
10. File annual report. Due last day of the LLC’s anniversary month. $75. Online via NJ Business Records.

Standard online filings are processed within 1-2 business days. Expedite tiers: $25 for 8.5-hour, $50 for same-day, $500 for 2-hour, $1,000 for 1-hour.

Page-unique facts

• NJ Partnership Filing Fee under NJSA § 54A:8-7 is $150/yr minimum. Scaling to $250/yr above $250,000 NJ gross receipts. This is the hidden ongoing cost most NJ LLC guides skip.
• NJ Corporation Business Tax minimum of $375 applies to LLCs that elect S-corp status. NJSA § 54:10A-5(e). Owed even at $0 revenue. This is what makes S-corp election expensive in NJ relative to the federal SE-tax savings.
• Single-member disregarded LLCs are exempt from the partnership filing fee. Only owe the $75 annual report. This makes single-member NJ LLCs structurally cheaper than multi-member ones at the state level.
• NJ-REG registration is required within 60 days of formation. Free, but mandatory for every NJ LLC.
• The annual report is due on the last day of the LLC’s anniversary month, not a fixed calendar date like most states.
• NJ has one of the highest state personal income tax rates in the country. Top rate 10.75% on income over $1 million, applied to pass-through LLC profits flowing to NJ-resident members.
• Same-day expedite at $25 is among the cheapest in the country. Compared to California ($350), Delaware ($100), or Nevada ($125), NJ’s expedite tier is genuinely affordable.
• Online filing is required for the Certificate of Formation. NJ does not accept paper filings for new LLCs as of 2017; all formation must go through the NJ Business Records portal.
• NJ does not authorize Series LLCs. Unlike DE, TX, IL, and WY, NJ has no Series LLC statute. Founders needing Series structure must form in a Series state.

NJ 5-year cost projection by structure

Three realistic scenarios:

• Single-member pass-through LLC: $125 year 1 + ($75 × 4) = $425 over 5 years. No partnership filing fee.
• Multi-member pass-through LLC under $250K NJ gross: $125 + ($75 + $150) × 4 = $1,025 over 5 years.
• Multi-member pass-through LLC over $250K NJ gross: $125 + ($75 + $250) × 4 = $1,425 over 5 years.
• S-corp elected LLC: $125 + ($75 + $375) × 4 = $1,925 over 5 years.

Single-member NJ LLCs are dramatically cheaper than multi-member ones at the state level because of the partnership filing fee exemption. Founders considering whether to bring on a co-owner (creating a multi-member partnership-taxed LLC) should factor in the $150-$250/yr partnership filing fee as a permanent cost addition. For a 50/50 partnership, this translates to ~$75-$125/yr per member of “fee tax” for the privilege of having a partner.

FAQ

What is the New Jersey Partnership Filing Fee?

NJ Statute § 54A:8-7 imposes an annual partnership filing fee on every multi-member NJ LLC taxed as a partnership. The fee is $150/yr if NJ gross receipts are under $250,000, $250/yr if NJ gross receipts are $250,000 or more. Single-member disregarded-entity LLCs are exempt. The fee is paid with the NJ-1065 partnership return by April 15 each year. Source: nj.gov/treasury/taxation, verified 2026-05-14.

Does New Jersey have a franchise tax?

Not on default-classified LLCs. The NJ Corporation Business Tax (CBT) applies to corporations and LLCs that elect C-corp or S-corp status. The CBT minimum is $375/yr regardless of revenue (§ 54:10A-5(e)), with higher rates above income thresholds. Default-classified pass-through LLCs owe the $150 partnership filing fee but not CBT. Source: NJ Division of Taxation Corporation Business Tax.

Should I elect S-corp status for my NJ LLC?

Usually not for small NJ LLCs. The federal SE-tax savings from S-corp election (15.3% on owner-distributions converted to distributions instead of wages) is real, but NJ’s $375/yr CBT minimum eats most of the savings at $100K-$200K revenue. The break-even is typically around $250K-$350K NJ-sourced income, below that, default pass-through is cheaper. Consult a NJ-licensed tax accountant before electing. Source: IRS S-corp election guidance.

When is the NJ annual report due?

Last day of the LLC’s anniversary month, each year. $75 fee. Filed online through NJ Business Records. Late filings trigger a $25 penalty; failure to file for 24+ months triggers administrative revocation. Source: NJ Business Records.

How long does NJ LLC formation take?

Standard online filings are processed within 1-2 business days. Expedite tiers: $25 for 8.5-hour same-day, $50 for same-day priority, $500 for 2-hour, $1,000 for 1-hour. NJ’s same-day expedite at $25 is one of the cheapest in the country. Source: NJ Division of Revenue Forms and Fees.

Does NJ require an operating agreement?

Not statutorily. NJSA § 42:2C-11 recognizes operating agreements (oral or written) as binding between members but does not require one to be filed with the state. Banks and NJ courts typically require written operating agreements for practical reasons. Source: NJSA Title 42 Chapter 2C.

Does New Jersey have a state personal income tax?

Yes, with progressive brackets from 1.4% to 10.75%. The top 10.75% rate applies to taxable income over $1 million (sometimes called the “millionaires tax,” enacted permanently under P.L. 2020, c. 95). Pass-through LLC profits flow to NJ-resident members at these rates. Combined with federal income tax (37% top rate) and self-employment tax (15.3% up to the wage base), the effective marginal rate on a high-earning NJ LLC owner approaches 50%. Source: NJ Division of Taxation Income Tax.

Sales tax and NJ-REG: the compliance layer most founders skip

New Jersey’s NJ-REG registration is separate from the SOS Certificate of Formation and is required of every NJ business within 60 days of formation, regardless of whether the business plans to charge sales tax. The registration is free but covers:

• Sales and Use Tax permit. Required for businesses selling tangible personal property in NJ.
• Employer Withholding registration. Required if the LLC will hire W-2 employees in NJ.
• Unemployment and Disability Insurance. Tied to employer registration.
• Partnership Filing Fee classification. The Tax Division needs the registration to assess the $150/$250 annual partnership filing fee.

Founders who form the LLC through the SOS but skip NJ-REG often discover the omission 6-12 months later when they cannot file a NJ-1065 partnership return without an NJ tax ID. The cure requires retroactive NJ-REG plus a $100 late-registration penalty plus any back-period sales tax owed. The fix: complete NJ-REG within 30 days of receiving the Certificate of Formation. The portal at NJ Business Registration handles both registrations through linked systems.

State quirk: the partnership fee that nobody warns about

New Jersey’s Partnership Filing Fee is the most under-disclosed LLC cost in the country. NJ LLC formation guides, even those run by NJ-licensed attorneys, routinely quote “$125 to form, $75/yr to maintain” without mentioning the $150/yr partnership filing fee that hits every multi-member LLC. The fee was added under the 2002 Business Tax Reform Act (P.L. 2002, c. 40) specifically to capture revenue from NJ-formed LLCs that were avoiding the corporate income tax through pass-through structure. The $150 minimum, scaling to $250 above $250K NJ gross receipts, is administered through the NJ-1065 partnership return filed with the Division of Taxation, not through the SOS annual report. Founders who only track SOS filings miss it. The total annual NJ cost stack is $75 (SOS report) + $150 (Tax Division partnership fee) = $225/yr for the typical multi-member NJ LLC, not the $75 most online guides quote.

Common mistake in New Jersey

The most common New Jersey LLC mistake is electing S-corp tax status to save federal self-employment tax without modeling the $375/yr NJ Corporation Business Tax minimum. The federal SE-tax savings on a $150K NJ LLC owner-draw is typically $5K-$8K/yr; the $375 CBT minimum plus the loss of the simpler default pass-through can erase $1K-$2K of that. Worse, S-corp election locks the LLC into NJ’s CBT regime, exit is administratively painful and triggers an LLC-to-LLC tax-classification event. The fix: default-pass-through for NJ LLCs under $250K revenue, model S-corp carefully above that threshold, and consult a NJ-licensed tax accountant before filing Form 2553. The second common mistake: failing to register with the NJ Division of Taxation within 60 days of formation (Form NJ-REG). The registration is free but mandatory, and missing the 60-day window triggers a $100 penalty plus interest on any unpaid sales tax accrued during the unregistered period. NJ-REG is separate from the SOS Certificate of Formation, founders often complete one and not the other. The third common mistake: assuming the partnership filing fee is a one-time charge. It is an annual fee, due each tax year with the NJ-1065 partnership return by April 15, in perpetuity.

Sources

1. New Jersey Division of Revenue and Enterprise Services, last verified 2026-05-14
2. NJ Division of Taxation, last verified 2026-05-14
3. NJ Business Name Search, last verified 2026-05-14
4. New Jersey Revised Statutes Title 42 Chapter 2C (LLC Act), last verified 2026-05-14
5. IRS Publication 3402, Taxation of Limited Liability Companies, last verified 2026-05-14

About the author

Aissam Baidi is the founder and researcher behind llcformationcost.com. He verifies New Jersey LLC fees directly from nj.gov/treasury on a quarterly cycle. Connect on LinkedIn.

---

Not legal advice. Estimates based on publicly available data from each state’s Secretary of State office. Consult a licensed attorney in your jurisdiction.