Although a Delaware company can operate all over the world, there is an additional step any Delaware corporation or LLC must take in order to be in compliance with its home state—or any other state in which you’d like to operate your company.
This extra step is called Foreign Qualification. It is called Foreign Qualification because your Delaware company is considered domestic to Delaware and foreign to every other state.
Foreign Qualification is the process in which your home state gives you permission to operate your Delaware company in that state. This step is both necessary and normal, regardless of whether you are operating a Delaware LLC or a Delaware Corporation.
Every state in the country mandates different requirements when it comes to registering foreign entities to do business. Vermont, like many other states, stipulates a state fee, an application process and a Certificate of Good Standing from Delaware.
Vermont also dictates that a Registered Agent be documented on the Application for Authority (the name of the Foreign Qualification application). It will be the Registered Agent’s job to receive any notices from the Secretary of State of Vermont and forward them to your company’s contact person.
Vermont will need a responsible party to sign the application. For an LLC, this is often the Managing Member. For a corporation, this is typically the president.
The Registered Agent does not need to sign the application. Vermont does not have a publication requirement, unless there is a specific requirement in the county in which the business is operating.
Once your company is properly registered as a foreign entity in Vermont, you will be responsible for submitting a Vermont annual report, which must be filed by March 15.
The cost of the Vermont annual report is $140 per year for a foreign LLC and $200 per year for a foreign corporation. The annual report notices are mailed to the address of your Registered Agent. The annual report can be filed by anyone with the authority to do so by your company.
We can take care of your company’s Foreign Qualification process and act as your Vermont Registered Agent. For more information on foreign qualifying your company in Vermont or to start the process, please call 1-800-345-2677, Extension 6130 or email me.
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.