Delaware Corporation Foreign Qualification

Delaware Corporation Foreign Qualification Filing

How to Delaware Corporation Foreign Qualification:

• Properly Select Corporate Name.The name your corporation will use in Delaware must conform to Delaware state law and must not already be in use by another company within the state.
• File Qualification Certificate of Foreign Corporation.In accordance with Section 371 of the General Corporation Law, to register a foreign corporation you must file a Qualification Certificate of Foreign Corporation with the Delaware Division of Corporations. This document should be accompanied by a Certificate of Existence from your home state. The fee to file is $245.
• Appoint a Registered Agent.To foreign qualify in Delaware, you must appoint a Delaware registered agent and registered office with a physical street address in the state of Delaware.
• File Annual Reports and Pay Taxes.After foreign qualification is complete, the corporation is required to file annual reports each year by June 30 and pay the associated fee of $125. Foreign corporations also pay an annual Franchise Tax, which varies depending upon the amount of stock, assets and capital.

Corporation Foreign Qualify Quick Facts

• Foreign Qualification Filing: Qualification Certificate of Foreign Corporation
• Addition Filing: Certificate of Existence (from home state)
• Fee: $245
• Online Filing: No
• 24-Hour Expedite: $50
• Same Day Expedite: $100

Do You File an Initial Report After Foreign Qualification in Delaware?

No. Foreign corporations file an annual report in the year following their registration. There is no initial report due to the Division of Corporations before then.

Delaware Registered Agent

Foreign corporations are required to appoint a registered agent before in order to foreign qualify in Delaware.

A registered agent can be:

• A resident of the state
• A domestic business entity (such as a Delaware LLC or Delaware Corporation)
• A foreign business entity with a local office

All registered agents must maintain a physical street location within the state (not a PO box) that remains open throughout the year during regular business hours.

What Am I Required to Dissolve to Register My Foreign Corporation in Delaware?

The Qualification Certificate requires a listing for the monetary value of the foreign corporation’s assets and liabilities. These values must be good within the six months prior to the filing of the Certificate.

Annual Report and Taxes

Foreign corporations file an annual report each year by June 30 and pay a $125. There is an additional Franchise Tax due each year at the same time. The FT fee is variable and rather complicated to calculate. Please see our Delaware tax page for more information.