North Dakota Foreign Qualification
If your business currently exists outside of North Dakota but you wish to start doing business within the state, you will have to take steps to foreign qualify. This allows you to maintain full compliance and keep your business legal as you begin to operate in North Dakota.
What is Foreign Qualification?
Foreign qualification is the process of registering your business so that it may operate in a state other than the one it was formed in. Your business was initially formed in a certain state, under that state’s laws. Foreign qualification allows you to expand into another state and maintain full legal compliance in the process.
Why Does A Company Need Foreign Qualification?
Why You Need To Do It – If a corporation or LLC plans on having any kind of physical presence within North Dakota, it will have to foreign qualify. This includes opening a store, an office, or even just having a couple of employees serving as representatives for your business within the state.
When Should You Do It? – Once it decides that it will be doing business in North Dakota, it will want to start the process. The sooner you begin, the sooner you’ll be compliant and able to legally operate in the state. Generally, you will need to receive North Dakota foreign qualification if your company falls under any of the following criteria:
- Has a physical presence in North Dakota
- Buying a property there
- Have remote employees
- Accepts orders in North Dakota
- Owns a bank account in North Dakota
What Happens If Your Entity Does Not Foreign Qualify?
You may face several fines, fees, and penalties if you don’t’ foreign qualify. This can include a civil penalty of up to $5,000 and cessation of all business activities within the state. Any members or agents may face direct, personal civil penalties of up to $1,000 as well. You’ll also be unable to bring forth a lawsuit in the state and may face tax related penalties as well.
Steps To Obtain Foreign Qualification
Each business will have a few steps to take when registering for North Dakota foreign qualification. Here’s a rundown of the main things you’ll have to do.
1. Obtain Certificates – You’ll have to obtain a Certificate of Good Standing or Existence from the state where you organized your LLC or corporation. Additionally, you must file the Certificate of Authority Application: Foreign Limited Liability Company or the Certificate of Authority Foreign Corporation Application. These forms are available on the state’s website. If you need to use a trade name, you’ll have to include a trade name registration form as well.
2. Collect And Submit Information – The forms will request a variety of information.
LLC
- Indication if it is a professional LLC
- LLC’s Federal Identification Number (FEIN), if needed
- LLC name registered in the home state
- Trade name, if applicable
- Name of the home state
- Principal office street address
- Telephone number of the principal office
- Duration of the LLC
- Name and address of the registered agent in North Dakota
- Nature of the business your LLC will do in North Dakota
- Names and addresses of the managers and indications of who the governors and managing members are
- Name, contact information, and signature of the authorized person
Corporation
- Corporate name registered in the home state
- Federal Identification Number (FEIN), if needed
- Principal office street address
- Telephone number of the principal office
- Name of the home state
- The original date of formation of the corporation
- Duration of corporation
- Name and address of the registered agent
- Nature of business to be conducted in North Dakota
- Name and mailing addresses of the officers and directors
3. Appoint Registered Agent – Your registered agent will be responsible for handling most of the work regarding your foreign qualification and your compliance. They receive and process paperwork and pass the forms along to the business they represent.Most businesses turn to third party providers like DoMyLLC to simplify their workload.
4. File The Application – Upon completion of the forms, file them along with the $135 application filing fee for an LLC and $145 fee for a Corporation. If you register a trade name, it will cost an additional $25.
5. Ongoing Maintenance – North Dakota requires that all businesses file an annual report in order to maintain full compliance. For corporations, this is due by August 1 of each year and costs $25. For LLCs, the fee is $50 and the forms are due by November 15th.
What Is the Difference Between Foreign Qualification And Incorporating?
Incorporation creates a new business entity. Foreign qualification won’t create a new company or impact the structure of an existing business. Instead, the process merely provides an LLC or corporation with the ability to legally do business in another state – North Dakota, for example.
How DoMyLLC Can Assist With Streamlining The Process
Businesses have a lot to handle. When focusing on running your business, it’s easy to get overwhelmed. We take all of the hard work of North Dakota foreign qualification off your shoulders. We do it all, leaving you free to focus on other aspects of your business. We provide:
- Dedicated account managers
- Full filing and registration service
- Name availability checks
- Ongoing unlimited customer support
If you’re looking for the best way to start operations in North Dakota, we’re here to make it easy. Contact us today to learn more.
North Dakota Foreign Qualification FAQs
What Paperwork Is Required?
You’ll have to file the Certificate of Authority Application: Foreign Limited Liability Company as well as a certificate of good standing from the state your business was formed in. Corporations must file the Certificate of Authority Foreign Corporation Application.
What Fees Are Needed?
The filing fee is $135 for an LLC and $145 fee for a Corporation. If you need to use a trade name the registration fee will be an additional $25.
Who Can File For Foreign Qualification?
Any business existing outside of North Dakota that wishes to start operations within the state.
Do You Need An Attorney For Foreign Qualification?
Foreign qualification does not require an attorney. However, consulting with your legal team before any business process is always a good idea.
What Information Is Needed For The Certificate Of Authority?
The forms request basic business information including things like:
- Name of business
- State of formation
- Current physical and mailing addresses
- Names of members or managers
- Registered agent information
What If My Name Is Not Available?
You’ll have to register under a fictitious name. This has no impact on your name in other states.
North Dakota Business Resources
North Dakota Office of Secretary of State
Phone:
(701) 328-4284
Address:
North Dakota Secretary of State
600 East Boulevard Avenue
Bismarck, ND 58505-0500
If you’re interested in more info on foreign qualification, call 888-366-9552.