If you formed your company in one state but do business in another, you’ll almost certainly need to register as a “foreign entity or corporation” in the other state.
If you incorporate in one state (Delaware and Nevada are popular candidates because to their business-friendly policies) and conduct part or all of your business in another, you’ll almost certainly need to register your company as a “foreign entity” or “foreign corporation” in that other state. This is also known as a “foreign filing,” and it may be applied for on the website of your Secretary of State.
Isn’t the term “foreign entity” reserved for entities that are not based in the United States?
The word “foreign entity” may refer to either a federal or a state government. The Internal Revenue Service uses this phrase to refer to non-U.S. corporate entities at the federal level. Yet, at the state level, the phrase “foreign entity” might apply to any company or LLC that has not been established in the jurisdiction of a certain state. Hence, if you formed your company in a state other than the one where you do business, you’ll almost certainly need to register your corporation as a foreign organization.
How Do I Register as a Foreign Entity in the State in Which I Conduct Business?
Foreign filing restrictions differ by state. Most states will need you to provide the address of a registered agent who lives in the target state and will function as an intermediary in communications. A Certificate of Authority or Good Standing is also required in most states. This state-issued certificate certifies that your legal company exists and is ready to do business in the target state.
