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When you form a Delaware company, your business is domestic to the state of Delaware and foreign to every other state. The process in which another state gives you the authority to operate there using a Delaware company is called Foreign Qualification.
Every state has a different process of Foreign Qualification. Rhode Island, like many other states, has a state fee and an application process, and also requires additional documentation from Delaware’s Secretary of State.
This additional document is called a Certificate of Good Standing. The Certificate of Good Standing is the way in which the state of Delaware certifies that your business is in compliance and current on Franchise Tax. Providing a Certificate of Good Standing is a requirement to register as a foreign entity in Rhode Island, even if your business is new.
If your Delaware company name is not available in Rhode Island, the state will ask you to put a fictitious name on your application.
Please note that once registered as a foreign entity in Rhode Island, you are responsible for the annual compliance matters in Delaware as well as the compliance matters in Rhode Island. It is often the job of your Registered Agent in Rhode Island to keep you posted on compliance requirements for that state.
The application requirements, processing time and annual fee may vary based on your entity type. We would be happy to walk you through the process to foreign qualify your Delaware LLC or corporation in Rhode Island.
Feel free to contact us at 1-800-345-2677, Ext 6130 or email us.
*Disclaimer*: Harvard Business Services, Inc. is neither a law firm nor an accounting firm and, even in cases where the author is an attorney, or a tax professional, nothing in this article constitutes legal or tax advice. This article provides general commentary on, and analysis of, the subject addressed. We strongly advise that you consult an attorney or tax professional to receive legal or tax guidance tailored to your specific circumstances. Any action taken or not taken based on this article is at your own risk. If an article cites or provides a link to third-party sources or websites, Harvard Business Services, Inc. is not responsible for and makes no representations regarding such source’s content or accuracy. Opinions expressed in this article do not necessarily reflect those of Harvard Business Services, Inc.
There is 1 comment left for Want to Register a Delaware Company in Rhode Island?Mimi Eastman said: Tuesday, November 7, 2017
Hello, We are having 3 Lyme disease awareness campaigns in 3 different states. Do we need to file anything with the states of PA or RI? We are registered in Delaware. Thank you MimiHBS Staff replied: Tuesday, November 7, 2017
If your business is incorporated in the state of Delaware, the company is known as a domestic entity to the state of Delaware and a foreign entity to every other state. Generally, acompany should complete the process of foreign qualification if the company has a physical office location, bank account or is hiring employees in that state. By completing the process of foreign qualification, it will allow you to physically conduct business there and help you to comply with any local and state compliance matters.