A foreign LLC is an LLC that was originally formed in one state but then registered to do business in another state. In essence, the LLC is “foreign” to the new state.
The reason for this type of terminology is that every single state is governed by different laws.
A Foreign LLC is not an LLC that is formed outside of the United States.
The requirement to file for a Foreign LLC is usually to expand one’s business operations or to open an additional retail or brick-and-mortar location in a new state.
Note: A lot of people learn about the term “Foreign LLC” when they are thinking of forming an LLC outside of their home state in order to save money on expensive annual fees or taxes. This is actually the biggest mistake that we see in LLC formation (we teach in all 50 states). Forming an LLC outside of your home state will require you to register that LLC in your home state as a Foreign LLC. This means you now have to pay 2 LLC filing fees, maintain a registered agent in the foreign state, and pay annual reporting fees in both states. For more information on what’s the best state to form an LLC, please see this article.
Okay, back to Foreign LLCs…
The process of registering a Foreign LLC is different in every single state, but for the most part you have to file what’s called a “Certificate of Authority”, “Application for Authority”, or “Foreign LLC Registration” (or similar name) in the new state in which you wish to conduct business.
Additionally, you will need to obtain what’s called a “Certificate of Good Standing” or “Certificate of Existence” (or similar form) from the original state where your LLC was formed. Together, these documents, along with a Foreign LLC filing fee is what registers your LLC to do business in the new state.
In most states, the fee to register a Foreign LLC is the same as it is to form a Domestic LLC, however, in a handful of states, the cost to register for a Foreign LLC can be slightly (or significantly) higher than the cost of registering a Domestic LLC.
Do I need a new EIN? If you’re curious about whether or not you need a new LLC when your LLC foreign qualifies, you don’t. Please see do I need a new EIN for an LLC foreign qualification for more information.
Foreign LLC Fees by State:
|State||Foreign LLC Fee||Form/Online Filing||Notes||Questions?|
|Alabama Foreign LLC||$150||Business Downloads||See Name Reservation Request Form For Foreign Entities ($10 regular/$25 expedited). See Foreign LLC Application for Registration.||Alabama Secretary of State|
|Alaska Foreign LLC||$350||Forms by Entity Type||See Limited Liability Company > Foreign (Non-Alaskan) > Registration of Foreign LLC/Form 08-497.||State of Alaska|
|Arizona Foreign LLC||$150||Forms||See Limited Liability Company Forms > Application for Registration of Foreign Limited Liability Company (Form L025).||Arizona Corporation Commission|
|Arkansas Foreign LLC||$270 – $300||Forms||See Application for Certificate of Registration of Foreign Limited Liability Company (Form FL-01).||Arkansas Secretary of State|
|California Foreign LLC|| ||Forms||See Foreign Limited Liability Companies (LLCs) > Application to Register (Form LLC-5).||California Secretary of State|
|Colorado Foreign LLC||$100||File a Form||LLCs can only be filed online. Under Foreign (outside of Colorado) Entities, click Foreign entity to begin.||Colorado Secretary of State|
|Connecticut Foreign LLC||$120||Forms||See Foreign Limited Liability Company > Application for Registration.||Connecticut Secretary of State|
|Delaware Foreign LLC||$200||New Entities||See Foreign Limited Liability Company, form is called Certificate of Registration of Foreign Limited Liability Company.||Delaware Secretary of State|
|Florida Foreign LLC||$125||Foreign LLC Forms||See Qualification of Foreign LLC.||Florida Department of State|
|Georgia Foreign LLC||$225||eCorp||Create account > Create or Register a Business > I am registering a foreign (non-Georgia) business that is in good standing in its place of formation.||Georgia Secretary of State|
|Hawaii Foreign LLC||$50||Foreign LLC||See Register Online or Application for Certificate of Authority (Form FLLC-1).||State of Hawaii|
|Idaho Foreign LLC||$100||LLC Forms||See Foreign Entity Registration > Foreign Registration Statement (Limited Liability Company).||Idaho Secretary of State|
|Illinois Foreign LLC||$150 (used to be $500)||LLC Forms||See Application for Admission to Transact Business (Form LLC 45.5).||Illinois Secretary of State|
|Indiana Foreign LLC||$125||Business Forms||See Limited Liability Companies (Foreign) >Application for Certificate of Authority (Form 49464).||Indiana Secretary of State|
|Iowa Foreign LLC||$100||Business Forms||See Foreign Limited Liability Companies (489).||Iowa Secretary of State|
|Kansas Foreign LLC||$165||Busines Forms||See "Foreign Entity Application for Registration" (Form FA).||Kansas Secretary of State|
|Kentucky Foreign LLC||$90||Filing|
|See Certificate of Authority (FBE).||Kentucky Secretary of State|
|Louisiana Foreign LLC||$150||New Filings||See Foreign Limited Liability Company.||Louisiana Secretary of State|
|Maine Foreign LLC||$250||LLC Forms||See MLLC-12 (Statement of Foreign Qualification to Conduct Activities).||Maine Secretary of State|
|Maryland Foreign LLC||$100||Forms||See Foreign (non-Maryland) Businesses > Foreign Limited Liability Company Registration.||Maryland Secretary of State|
|Massachusetts Foreign LLC||$500||Foreign LLC||See Foreign Limited Liability Company Application for Registration (PDF).||Massachusetts Secretary of the Commonwealth|
|Michigan Foreign LLC||$50||LLC Forms||See Application for Certificate of Authority to Transact Business (Form 760).||Michigan Secretary of State|
|Minnesota Foreign LLC||$185 – $205||Foreign LLC Forms||See Certificate of Authority to Transact Business in MN (LLC).||Minnesota Secretary of State|
|Mississippi Foreign LLC||$250||New Filing||Create account > Register an Out-of-State Corporation, Non-Profit, LLC, Partnership or Business Trust.||Mississippi Secretary of State|
|Missouri Foreign LLC||$50 online, $105 by mail||Fees and Forms||See Application for Registration of a Foreign Limited Liability Company (LLC 4).||Missouri Secretary of State|
|Montana Foreign LLC||$70||Foreign LLC||See Application for Certificate of Authority.||Montana Secretary of State|
|Nebraska Foreign LLC||$120||Forms||See Limited Liability Companies (Foreign) > Certificate of Authority.||Nebraska Secretary of State|
|Nevada Foreign LLC||$425||All Forms||See Foreign Limited-Liability Company (NRS 86.544).||Nevada Secretary of State|
|New Hampshire Foreign LLC||$100||Foreign LLC Forms||See Form FLLC-1 Application for Foreign Limited Liability Company Registration.||New Hampshire Secretary of State|
|New Jersey Foreign LLC||$125||Getting Registered||See information pertaining to "out-of-state (foreign) legal entity".||New Jersey Department of State|
|New Mexico Foreign LLC||$100||Foreign LLC||See Application for Registration.||New Mexico Secretary of State|
|New York Foreign LLC||$250||Application for Authority||See Fillable Application for Authority Form.||New York Department of State|
|North Carolina Foreign LLC||$250||Forms||See Application for Certificate of Authority (Form L-09).||North Carolina Secretary of State|
|North Dakota Foreign LLC||$135||Forms||See Foreign Business Limited Liability Company Certificate of Authority Application.||North Dakota Secretary of State|
|Ohio Foreign LLC||$99||LLCs||See Foreign Business Entities > Limited Liability Company > File Registration of a Foreign > Limited Liability Company (Form 533B).||Ohio Secretary of State|
|Oklahoma Foreign LLC||$300||Forms||See Foreign limited liability companies > Registration of Foreign Limited Liability Company Forms and Procedures.||Oklahoma Secretary of State|
|Oregon Foreign LLC||$275||Foreign LLCs||See Application for Authority.||Oregon Secretary of State|
|Pennsylvania Foreign LLC||$250||Forms||See Foreign Associations > Foreign Registration Statement.||Pennsylvania Department of State|
|Rhode Island Foreign LLC||$150||Forms Library||See Application for Registration (450).||Rhode Island Secretary of State|
|South Carolina Foreign LLC||$110||Forms||Click Starting a Business. Then look for Limited Liability Company - Foreign.||South Carolina Secretary of State|
|South Dakota Foreign LLC||$750 – $765||LLCs||See Foreign Limited Liability Companies > Application for Certificate of Authority Application.||South Dakota Secretary of State|
|Tennessee Foreign LLC||$50 per member ($300 minimum / $3,000 maximum)||LLCs||See Forms: Formed Outside of Tennessee > Application for Certificate of Authority (ss-4233).||Tennessee Secretary of State|
|Texas Foreign LLC||$750||Forms||See Limited Liability Company Application for Registration (Form 304).||Texas Secretary of State|
|Utah Foreign LLC||$70||Foreign LLC||See Foreign Registration Statement.||Utah Secretary of State|
|Vermont Foreign LLC||$125||Fees and Filings||See Limited Liability Companies > Certificate of Authority Application.||Vermont Secretary of State|
|Virginia Foreign LLC||$100||Foreign LLCs||See Application for a Certificate of Registration to Transact Business in Virginia as a Foreign Limited Liability Company (Form LLC1052).||Virginia Corporation Commission|
|Washington Foreign LLC||$200||Foreign Entity||See Foreign Entity Registration.||Washington Secretary of State|
|Washington DC Foreign LLC||$99||Foreign Filing||View documents > all documents > search for FN-1.||District of Columbia Office of the Secretary|
|West Virginia Foreign LLC||$150||Form LLCF-1||See Application for Certificate of Authority of Limited Liability Company (Form LLF-1).||West Virginia Secretary of State|
|Wisconsin Foreign LLC||$100||Filing|
|See Foreign Limited Liability Company Certificate of Registration Application (Form 521).||Wisconsin Secretary of State|
|Wyoming Foreign LLC||$100||Forms||See Limited Liability Companies > Out-of-State Forms > Certificate of Authority.||Wyoming Secretary of State|