An important part of your entity compliance is foreign registration in the states where your entity has nexus.
Your LLC or corporation is formed in a state that is referred to as the state it is domiciled.
Foreign registration is required when you form an entity in one state (state of domicile) and if you have physical nexus in another state. For example, if you live in California and form a Nevada LLC, you will need to foreign register in California, where you run and operate your business (even if online).
A foreign entity may also have nexus in a U.S. state and be required to foreign register. If you operate your business through a UK LTD company, it may have to qualify to do business in a state in the U.S. when the company has sufficient nexus. The foreign part in the service title, foreign registration, or qualification refers to another state or country.
Examples of items creating income nexus are an office, employees, and real estate ownership. Some states will look at stock/inventory (where the marketplace facilitator is not collecting and remitting) to create income tax nexus beyond simple income tax nexus, which is typical for e-commerce sellers.
Once you foreign qualify to do business in a state, other requirements may come into play, including filing a state corporate tax return or franchise tax return. We have CPAs and tax professionals that can help you with any tax filings beyond sales tax at the state or federal level.
Here is a checklist of foreign registration services that are required to properly foreign qualify or register to do business in another state:
- Check Your Entity Name for Availability in the State of Registration. If the name is unavailable, we will notify you to come up with similar options to register within the state.
- Obtain a Certificate of Good Standing from Your State of Domicile (Formation). In many situations, the Certificate of Good Standing may not be dated less than 90 days prior; in some states, only 30 days.
- We registered Agent Service for 12 months. Each state requires a registered agent service as the point of contact for the service of process in case the company is ever sued (hopefully not). We work with our partner company to provide this service in states outside Nevada.
- Complete the Forms to Foreign Register/Qualify. The forms will be completed and ready for you to review and complete if only a few basic questions are required.
- Request Additional Documents to Register. Your incorporating documents are required, and, in some cases, additional documents.
- File Your Forms and Documents with the Secretary of State. All your filed forms will be sent to you to sign online via a secure service. We will send them to the state with a check (you would pay the state fees separately) or file them online when available.
Follow-up Reminders with Next Steps in Each State. You will have additional steps in each state, from an initial report or annual report, and we will send you an overview. For example, California has a statement of information due and franchise tax fees, which are separate.
$197 Per State for All Our Processes (State Fees & COGS are Separate)
Get Started Now with this Link. If you are foreign qualifying in several states, change the quantity in the order form to the number of total states. After you order and let us know the states you want to register, we will send you a link to pay the state fees separately
There are two main services, your registered agent service and (if you choose) a service to file your annual report. Annual registered agent fees are $125, and the annual report service (which you can file on your own) ranges from $100 to $150 per state.