What is a foreign limited liability company?

If your company does business outside the state in which it was initially registered in addition to registering your LLC it will need to be registered as a foreign limited liability company in those jurisdictions.

When used in the context of American corporate law, a foreign LLC means it conducts business in a state other than the one where it was originally registered. It does not refer to entities headquartered in other countries.

When is registration as a foreign LLC required?

Each state has its own laws regulating who must register as a foreign LLC in their jurisdiction and instructions on how to comply. Costs associated with filing as a foreign LLC differ from state to state, so check with the state office overseeing those transactions—most often the secretary of state.

Not all states require formal registration as a foreign LLC for companies to do business within their jurisdiction. A quick online check or phone call to the state office overseeing corporate registrations can provide that information. Or consult with an attorney licensed in the state where you may be seeking foreign LLC status to determine whether formal registration is even necessary. In addition to paying for the initial filing, renewal fees are likely required on an annual basis.

Why seek foreign LLC status?

If your entity is discovered to have done business in a state where it was not properly registered, the state could levy penalties and other costs. States want every tax dollar they are entitled to, so if you are doing business outside your home state (or where your LLC was initially registered), it is imperative you register as a foreign LLC in that jurisdiction.