Register a California Foreign Corporation
A California foreign corporation is a corporation that is registered to do business both in the state it was originally formed in and California. All foreign corporations must register paperwork with California to legally conduct business.
You can follow our comprehensive guide below to register as a foreign corporation on your own. If you’d rather skip the headache, we can handle the paperwork for you.
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To operate in California as a foreign corporation, your business needs to go through a process called foreign qualification. This lets California know that you are legally operating in its borders.
Unlike simply forming a new business in California, foreign qualification keeps all your business information the same. It simply expands your legal operating jurisdiction. The steps are a lot like registering a new business for the first time, but with some of the fat trimmed. For example, you don’t have to write corporate bylaws or register an EIN.
Here are the steps for registering as a foreign corporation in California.
1. Name Your California Corporation
You will need to register your business name in California. Just having it registered in your home state does not mean it is available in California. You can conduct a free business name search to make sure your corporation name is available. If it’s not, you’ll need to brainstorm a new name that is available but is still connected to your current business enough to not confuse your brand.
Not quite ready to register as a foreign business? You can reserve your business name in California for just $10.
Want to make sure your business name is used only by you? Consider getting a federal trademark to secure the name in your industry.
2. Designate a Registered Agent
A California registered agent is a person or business that accepts legal mail on behalf of your business. The registered agent needs to be physically located in California during regular business hours. Since you have a different home state, it’s unlikely you can be your own registered agent.
The good news? We offer comprehensive registered agent service in every state. So no matter how many states you want to expand into, you can use just one registered agent and keep things simple.
3. Start your Business Identity
Once your business is legal in the new state, you’ll want to be ready to make sales. Forming your business identity, or the way you present yourself to your potential clients, can prepare customers for your upcoming products and services.
Maybe you’ve never started getting your business out there. Now’s a great chance to start a business website or get a custom business email address.
Maybe you already have a digital presence, but now you want to make it easier for out-of-state people to find you, and start building awareness and a trustworthy reputation in your new territory. Consider getting a phone service that has the local area code or a local business address to use on documents where possible. Either way, make sure your business has a way to market itself in the new state, especially if you are not opening a brick-and-mortar.
4. Get Certificate of Good Standing
A certificate of good standing shows that your corporation is all good with its current state. This means you don’t have outstanding taxes due or are not in compliance. The process for receiving a certificate of good standing depends on your home state. The one you submit to the California of Secretary of State must be dated within six months of registering.
5. Submit Certificate of Good Standing and Statement of Designation by Foreign Corporation
The certificate of good standing from your home state must be submitted alongside the Statement of Designation by Foreign Corporation. It costs $100 to file.
Your application must include:
- Corporation name
- Corporation name as it is written on your certificate of good standing, if different
- State where corporation was formed
- Registered agent address and name
- Corporate Addresses
- A signature by an officer of the foreign corporation
You can file by mail, in person, or online.
Mail takes about 30 business days.
Online takes 3-5 business days.
In person takes about 12 business days, but you have to pay an addition $15 to drop off.
Mail/In Person:
1500 11th Street
Sacramento, CA 95814
You can hand deliver the documents to the CA Secretary of State. If you pay an additional $350, your application is processed in 24 hours. If you pay an extra $750, it will be processed same day.
6. File California Reports and Taxes
Within 90 days of registering, you’ll need to file an Initial Statement of Information to California Secretary of State. This costs $25.
After that, you will need to file a Statement of Information annually. Your due date is the last day of the month you originally registered in. It costs $25 to file.
All California corporations pay a minimum of $800 in taxes. The exact amount depends on if you’re an S-Corp (1.5% tax rate) or a C-Corp (8.85% tax rate) and how much you make in sales. You’ll need to file your return with the Franchise Tax Board. You can register by creating an account with MyFTB.
Northwest Can Register Your California Foreign Corporation
If doing things on your own sounds overwhelming, boring, or generally like not a good use of your time, we’re ready to help. Our foreign qualification package is $225 + state fees. This includes:
- Registering your business as a California Foreign Corporation. We’ll file your paperwork and let you know when it’s approved.
- Serving as your business’ California Registered Agent. We can be your RA in as many states as you want to expand into.
- Sending reminders for your California annual report. We can even file this for you. We’ll send you a reminder about the report 90 days before they’re due, and you can either have us file for you or opt out of the service.
- Launching your business identity. We’ll get you a digital presence, including a business email address, phone service, and mail forwarding. Plus, we’ll put together a custom website with a domain, web hosting, and security in place. These will all be free for 90 days.
California Foreign Corporation FAQs
You can submit an Amended Statement by Foreign Corporation for $30.
There is no hard-and-fast rule about what counts as doing business in California. That said, generally if you are providing services or products in exchange for money, that is conducting business.
For more information, check out our resource on what it means to do business in another state.
No.
An officer of the foreign corporation will need to sign the application.
County filing or publication is not necessary, unless specifically required by the county in which your registered agent resides.
Absolutely we can. Our foreign qualification package is $225 + state fees. You can also add additional services, like premium mail forwarding and a custom website our experts can help you make, for a free trial.