Incorporating your company in Delaware is an important first step in the governance, the protection and, ultimately, the longevity of your company.
Delaware has the strongest corporate law structure and the largest body of case law in America, and is recognized as possessing the most business-friendly environment in the country. This why over 64% of Fortune 500 companies and almost all new IPOs call the state of Delaware home.
Foreign Qualification is the process of registering your Delaware LLC or corporation, which is considered domestic to the state of Delaware and foreign to all other states, as a foreign entity in your company's home state.
If you plan to operate the business, open a bank account, hire employees or hold an asset in any state other than the state of incorporation, you may be required to file for Foreign Qualification. If you fail to do so, you may be jeopardizing your company.
Other states understand that Delaware’s corporate laws provide greater asset protection and more privacy and, because of this, many people choose to incorporate their companies in Delaware. A common misconception is that by incorporating in Delaware, people can avoid taxation and other financial obligations in their company's home state.
Generally, this is not true. In most cases, if a company generates revenue of any kind, there will be an inherent tax liability in their company's home state. States require that businesses operating within their jurisdictions are licensed, registered and pay taxes.
Filing for Foreign Qualification for your Delaware LLC or corporation in the states in which it operates will render it both legal and taxable.
Another common misconception is that if a company operates 100% online and there is no brick and mortar operation, Foreign Qualification isn't necessary. Again, in most cases, this is untrue. It may depend on where the servers are located and where the business banking is done (the latter is considered one of the primary activities of a company’s operations).
You’ve taken a positive first step by incorporating your company in Delaware, but make sure you meet all compliance obligations in your company's home state.
As Delaware business formation specialists, Harvard Business Services, Inc. is familiar with the Foreign Qualification process—the required documents, application, fees and time frames, which vary—for every state.
If you have any questions regarding the Foreign Qualification of your Delaware LLC or corporation, please contact us via live chat or phone 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.
There are 7 comments left for What Is Foreign Qualification?Christian L. said: Monday, December 19, 2016
I am interested in forming an LLC in Delaware to operate in the state of NY. It will be a car service which will need TLC Taxi & Limousine plates from NY. How will that work?HBS Staff replied: Tuesday, December 20, 2016
Here is information on operating a Delaware company in New York:
We can set up the LLC for you and guide you through the Foreign Qualificaition process to register your Delaware company in NY. Give us a call at 1-800-645-7400 or you can Live Chat with us via our homepage at www.delawareinc.com.
Kevin said: Saturday, December 3, 2016
I would like to find out how much it costs to register a Delaware business in New York.HBS Staff replied: Monday, December 5, 2016
Kevin, you can read more about NY Foreign Qualification here: https://www.delawareinc.com/blog/new-york-foreign-qualification/.
You can also call us at 1-800-354-2677 or LiveChat with us and we can walk you through the process, including prices.
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