Foreign Registration & Other State Filings

In order to for your business to transact business outside it’s state of formation (also known as your home state), you are required to register the business as a foreign entity. The foreign registration process is normally completed through the Secretary of State’s office, or similar such office, in the foreign state in which you wish to transact business.

Failure to register the business as a foreign entity creates risk for the company since states will often deny court access to companies transacting business in their state without approval. This means your contracts with customers may not be enforced if you transact business without the required foreign registration. Monetary penalties can also be levied against the company as well as its officers.

Registering as a foreign entity involves a short application, designation of a registered agent upon whom legal process can be served and a fee. Most states will also require a certificate of good standing from the home state.  The registered agent is responsible for receiving service of process on your behalf, so it is crucial to select a registered agent that can be trusted to fulfill this important duty.

Don’t let this simple requirement stand in your way of doing business in a state.

Do I need to register a fictitious name (also known as a trade name)?

If you choose to operate under a name that differs from your businesses “legal” or “true name”, then you will need to register this name as a fictitious name. A fictitious name is also known as a trade name, assumed name or dba (“doing business as”), depending on the jurisdiction. Registration of the fictitious name is required so that the public is aware of the actual business with which they are doing business.

Compliance Management Solutions can complete these filings for you quickly so that you can focus on growing your business and your revenue!

Most states in which you are registered will have an annual or biennial filing requirement as well. This includes your home state (also known as your state of formation) and any states in which you register as a foreign entity.

What information is required for the report?

Generally, you will be asked to list your officers and directors and confirm your physical and mailing address, among other details.  The report fee will vary depending on the state and type of business structure.

What happens if I don’t file the report?

Ignoring these state filing requirements results in loss of good standing and eventually revocation of your registration, which means you will no longer be allowed to conduct business in that state. Reinstating your entity involves additional fees and penalties.

Compliance Management Solutions can track and file these reports for you, so you never need to worry about missing a deadline or paying a penalty.