Filing a Foreign Corporation or LLC in Massachusetts

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Related: Get a Massachusetts Registered Agent

If your company was not incorporated in Massachusetts, but you wish to do business there, you need to register as a foreign entity with the state.

Known as Foreign Qualification, this process allows a company formed in Delaware or any other state to legally transact business in Massachusetts.

Please note: information on this page is accurate to the best of our knowledge. However, requirements and costs can be changed by states at any time and Harvard Business Services cannot guarantee the accuracy of this information.

How to Get a Certificate of Authority in Massachusetts:

The Massachusetts Secretary of State requires different forms and fees depending on what type of entity you are operating.

Requirements for LLCs:

  • File for a Foreign LLC Application for Registration
  • Fee: $500
  • Certificate of Good Standing dated within 60 days of filing the application. 

Requirements for Corporations:

  • File an Application for Corporate Certificate of Registration
  • Fee for Stock Corporations: $400
  • Fee for Nonstock Corporations: $400 
  • Certificate of Good Standing dated within 60 days of filing the application. 

You must also appoint and list a Massachusetts Registered Agent. The Registered Agent must be maintained at all times. Harvard Business Services can provide this service at a cost of just $99/year.

Harvard Business Services can assist with your application so you don’t have to deal with the Massachusetts Secretary of State directly. We do charge our own fee for this service, in addition to state fees. The exact fee can vary based upon whether your company is already filed and whether you need us to obtain additional documents to meet the state’s requirements. Please contact us for an exact quote.

How Do I Know if I Need a Massachusetts Certificate of Authority?

In Massachusetts a Certificate of Authority is required. Other common reasons for applying for a certificate of authority include:

  • Opening a physical office or location
  • Hiring employees
  • Maintaining bank accounts
  • Licensing authority
  • Beginning a contract or job in the state 

Keep in mind that even if the State of Massachusetts does not require a Certificate of Authority for a specific activity, a bank, vendor or another party can still require one in order to establish a relationship.

Massachusetts Annual Requirements

Once you have Foreign Qualification in Massachusetts, state law requires entities to file an annual report. These are to be filed by all corporations and limited liability companies.

Foreign Corporations annual report fee is $125 (or $100 if filed electronically). The annual report is due annually within 2.5 months after the close of the organizations fiscal year.

Foreign Non-Profit Corporations annual report fee is $15. The annual report is due by November 1st. 

Foreign LPs annual report fee is $500 (or $450 if filed electronically). The annual report is due on the organizations anniversary date. 

Foreign LLCs and LLPs annual report fees are $500. The annual report is due on the organizations anniversary date. 

Please note that this annual requirement is independent from requirements you may have in Delaware or other states.

Since 1981, Harvard Business Services, Inc. has helped form 313,463 Delaware corporations and LLCs for people all over the world.

Registered Agent Service

Harvard Business Services, Inc. guarantees your annual Delaware Registered Agent Fee will remain fixed at $50 per company, per year, for the life of your company.