Filing a Foreign Corporation or LLC in New Hampshire

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If your company was not incorporated in New Hampshire, but you wish to do business there, you need to apply for a New Hampshire Certificate of Authority.

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

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 New Hampshire:

Existing LLCs and Corporations have the same document requirement in this state when applying for Foreign Qualification:

  • Certificate of Good Standing from the company’s home state, dated within 60 days.
    Note: this document is also referred to as a Certificate of Existence in some states.

New Hampshire requires an application to be submitted along with a fee of $100, regardless of whether the company is an LLC or corporation. A small convenience fee may also be assessed by the state for this transaction.

In addition, you must appoint and maintain a New Hampshire Registered Agent at all times. We can provide this service for just $99 per year.

As is the case in other states, the name of your company must be unique and available in New Hampshire; otherwise, you will have to choose a different name. New Hampshire charges an additional fee in this case. The specific language used on the state’s forms is, “If the limited liability company name is not available for use in New Hampshire, enter the name to be used in New Hampshire. In this case, a trade name application must be filed with an additional $50.00 fee.”

Harvard Business Services can assist with your application so you don’t have to deal with the New Hampshire 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. Contact us for an exact quote.

Registering Your Company Name in New Hampshire

Part of the process of applying to do business in New Hampshire involves registering your company name. Typically, your name must be both unique to New Hampshire and compliant with NH statutes regarding trade names.

If your name is not available (i.e. there is already a company using the same name in the state), you are generally allowed to use a fictitious name, also know as a Doing Business As, or DBA. This will not affect the name of your company in your home state.

Sometimes, the name a company uses in one state is not compliant with another state's statutes, due to specific words, sentiments or implications of the company name. This is another situation where a fictitious name may be necessary.

In New Hampshire, company names, including LLCs and corporations, cannot include the following:

(1) The name of an entity incorporated, authorized, formed, or registered to do business in this state

(2) A name reserved in this state 

(3) The fictitious name of another foreign corporation authorized to transact business in this state

(4) The name of an agency or instrumentality of the United States or this state or a subdivision thereof

(5) The name of any political party recognized under RSA 652:11, unless written consent is obtained from the authorized representative of the political organization

Additionally, New Hampshire statutes prohibit the use of the term "farmer's market" except under certain conditions.

For additional details, see the New Hampshire statutes on Trade Names.

How Do I Know if I Need a New Hampshire Certificate of Authority?

If you plan to do business in the state of New Hampshire, but your company was not formed in New Hampshire, you will often need to obtain Foreign Qualification. Typically, “doing business” is defined by activities such as maintaining a physical office or having employees in the state.

Like many other states, New Hampshire’s state statutes specify some example activities that do not constitute doing business in the state, and typically do not require Foreign Qualification:

The following activities, among others, do not constitute transacting business in New Hampshire:

New Hampshire Business Corporation Act, Chapter 293-A

  • (1) maintaining, defending, or settling any proceeding;

  • (2) holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs;

  • (3) maintaining bank accounts;

  • (4) maintaining offices or agencies for the transfer, exchange, and registration of the corporation's own securities or maintaining trustees or depositaries with respect to those securities;

  • (5) selling through independent contractors;

  • (6) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts;

  • (7) creating or acquiring indebtedness, mortgages, and security interests in real or personal property;

  • (8) securing or collecting debts or enforcing mortgages and security interests in property securing the debts;

  • (9) owning, without more, real or personal property;

  • (10) conducting an isolated transaction that is completed within 30 days and that is not one in the course of repeated transactions of a like nature; or

  • (11) transacting business in interstate commerce.

[source: http://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-15.01.htm]

You should also keep in mind that even if the state 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.

New Hampshire Annual Report Requirements

New Hampshire tends to keep fees for LLCs and corporations the same. If you have Foreign Qualification for a company in New Hampshire, you will be required to file an annual report in order to keep your company in good standing status with the state. The annual renewal fee for both LLCs and corporations is $100.

In addition, the annual requirements above are independent of requirements you may have in Delaware or other states.

Since 1981, Harvard Business Services, Inc. has helped form 192,654 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.