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If your company will be doing business in Pennsylvania, you may be wondering if a Delaware LLC can operate in Pennsylvania. The answer is yes. In fact, Delaware LLCs can operate in any U.S. state and all over the world.
We often have Pennsylvania clients inquire about forming a Delaware LLC because they have heard about the advantages of forming a company in Delaware. So, how can you properly operate a Delaware LLC in Pennsylvania?
You'll need to undergo Foreign Qualification, the process in which the state of Pennsylvania grants you the authority to operate in that state with a Delaware company. The process is called Foreign Qualfication because your Delaware LLC is considered domestic to Delaware but foreign to Pennsylvania (and all other states).
In order to foreign qualify, Pennsylvania will require a Certificate of Authority, a docketing statement and a filing fee. Pennsylvania does not require a Certificate of Good Standing; however, it reserves the right to request additional documentation on a case by case basis. We can properly prepare the forms for your company and submit them to the state, along with the filing fee.
Pennsylvania typically approves the documents in about two business days. It then mails a confirmation letter and entity number, which Harvard Business Services, Inc. will forward to you by email as soon as it is received.
Publication of the application is not required for LLCs, unless specifically required by the county in which your Pennsylvania Registered Agent resides.
Your Registered Agent's address is where the Pennsylvania Department of State will send any legal documents for your company.
Pennsylvania does have a reporting requirement but it will only be due every 10 years. The state fee, which is due every year that ends in a "1," will be $70 for a foreign LLC.
For example, it was due in 2011 and will be due again in 2021. If you have made any amendments to your filing in this 10 year period, such as changing your Registered Agent, this decennial report will not be required. The Department of State will send you a form to complete and send back in order to be exempt from the report.
Please note that even though a Delaware LLC is registered to do business in Pennsylvania, the LLC still has to pay the annual Delaware Franchise Tax and Delaware Registered Agent Fee in order to remain in good standing with the state of Delaware.
For more information on the Foreign Qualification process, please visit our Foreign Qualification page. For additional questions or for assistance in filing for foreign qualificaiton in Pennsylvania or any other state, please call our friendly and knowledgeable customer service specialists at 800-345-2677.
THE AUTHOR OF THIS BLOG ARTICLE IS NOT A LAWYER AND HARVARD BUSINESS SERVICES, INC. IS NOT A LAW FIRM. THE ARTICLE ABOVE IS NOT INTENDED AS LEGAL ADVICE AND SHOULD NOT BE TAKEN AS LEGAL ADVICE. THIS SHORT ARTICLE IS STRICTLY TO MENTION SOME ASPECTS OF DELAWARE’S CORPORATION LAWS AND/OR LAWS RELATING TO OTHER FORMS OF ENTITIES WHICH YOU MAY NOT BE FAMILIAR WITH. WE RECOMMEND THAT YOU CONSULT WITH A LAWYER BEFORE FORMULATING A STRATEGY WHICH WILL BE SUITABLE FOR YOUR SPECIFIC CASE.