In most cases when a company is going to conduct business outside of its domestic state, it will need to qualify (or register) with other states which are referred to as a "foreign states." The most common reason for qualifying a company in other states is because the company either maintains a physical presence and/or employees within those states. However, there are numerous other factors that vary state by state which may require a company to qualify to transact business within those other states. RASi strongly suggests you consult an attorney to determine whether or not it is necessary to qualify your business within other states (RASi does not provide legal advice).
Once the decision is made to qualify your business in additional states, typically a "Certificate of Authority" form is prepared and filed with any necessary supporting documentation (i.e., Certificate of Good Standing, Certified Copy of Articles, etc.) from the domestic state. The Certificate of Authority typically contains information including the company name, domestic state information, officer/director or member/manager information, the appointed registered agent, and finally the corporate officer authorizing the transaction. Additionally, once you have filed the appropriate document(s) and have the authority to transact business in another state, you will be responsible for any applicable state registration fees, annual report filing requirements, and entity taxes that may be imposed by state statutes.
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