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This post will focus on businesses that incorporate in Delaware, but operate in Michigan. When you incorporate in Delaware, your company is domestic to Delaware and foreign to every other state. The process by which your home state gives you the authority to operate (under Delaware’s law structure) is called foreign qualification.
Entrepreneurs from Michigan and all over the world choose Delaware because it is known for having the strongest corporate law structure and giving the best liability protection to the Directors behind the company.
The Foreign Qualification process for Michigan is similar to that of many other states. It requires an application, a state fee and a Certificate of Good Standing from Delaware. The Certificate of Good Standing is a document from Delaware that certifies that the business is currently in good standing. This is a requirement to do business in Michigan even if the company is brand new. It must be submitted along with the foreign application. Michigan also requires a Registered Agent in Michigan for the purpose of receiving any service of process or legal documents from the State. Often clients work with their Delaware Registered Agent in order to initiate the foreign qualification process. Harvard Business Services, home of the $50 Delaware Registered Agent Service, helps clients to register as a foreign entity in Michigan and every other state. Harvard Business Services can also act as the Registered Agent in Michigan for $99/year.
Once your company is registered as a foreign entity in Michigan, please keep in mind that you must comply with Delaware laws to remain in good standing. Two things keep you in good standing with Delaware—your Registered Agent payment and the annual Franchise Tax. Michigan requires an annual report and notification of this is sent to your Michigan Registered Agent.
If you have additional questions about registering your Delaware company to do business in Michigan or if you are ready to proceed, please contact Harvard Business Services at 1-800-345-2677 or email firstname.lastname@example.org.
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.