Register a Nevada Foreign LLC
Foreign LLCs in Nevada are LLCs that were formed outside of the state but have registered to do business in Nevada. To register a foreign LLC in Nevada you'll need to submit an Application for Registration of a Foreign Limited Liability Company to Nevada's Secretary of State and pay a combined $425 in registration and filing fees. If you're wondering whether your LLC needs to register as a foreign LLC in Nevada, its state statutes provide a non-exhaustive list of types of activities that count as doing business, which includes owning or leasing an office, having a registered agent, or paying wages in the state of Nevada.
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How to Register a Foreign LLC in Nevada
In Nevada, the process of registering a foreign LLC (called Foreign Qualification) involves submitting an Application for Registration of Foreign Limited Liability Company to the Nevada Secretary of State, New Filings Division. Here’s how:
1. Appoint a Nevada Registered Agent
The first step in registering your foreign LLC in Nevada is getting a registered agent. Your Nevada Registered Agent can be a business or someone you know as long as that person or business has a physical address in Nevada. Your registered agent must be available to receive legal notifications and deliver them to your business in a timely manner.
Can I be the registered agent for my Nevada foreign LLC?
You can act as your own agent if you live in Nevada. However, most Nevada foreign LLCs hire a professional registered agent service.
Why hire a Nevada registered agent service?
While you can appoint a friend, family member, or employee to be your registered agent (as long as they live in Nevada), a professional registered agent can make your life a lot easier. Not only will they be around during regular business hours to accept important mail for your business, but they can also help you live privately by letting you use their name and address on your registration documents instead of yours.
2. Complete the Application for Registration
To register your foreign LLC in Nevada, you’ll need to file the state’s Foreign Limited Liability Company Registration form, which includes the required Initial List and Business License Application. You’ll send the completed form and filing fees to the Nevada Secretary of State, New Filings Division. Here’s what to include:
- Name of LLC
- Name of LLC in Nevada (if different)
- Date when formed
- State or country where formed
- State business license
- The address where records of member names, addresses and contributions are kept
- Street address of principal office
- Name and business address of each manager or managing member
- Signature of a manager or managing member
- Signature of registered agent
- Name and street address of registered agent
- Initial list of managers or members
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How much does it cost to file the Application for Registration in Nevada?
It costs $425 in combined fees to set up a foreign LLC in Nevada. That’s the combined total of three separate, mandatory filings: your foreign LLC registration ($75), Initial List of Managers or Members ($150) and a State Business License Application ($200).
How do I file the Nevada Application for Registration?
You can file your foreign LLC Application for Registration by mail, fax, email, or in person.
By Mail or In Person:
Nevada Secretary of State
New Filings Division
202 North Carson Street
Carson City NV 89701-4201
Fax: (775) 684-7138
Expedited Fax: (775) 684-5645
Do foreign LLCs in Nevada need to file Articles of Organization?
Nope. Formation documents, like Articles of Organization, are only filed in your home state or jurisdiction when you initially form your LLC.
Do I need to submit a Certificate of Good Standing?
No. Nevada does not require a Certificate of Good Standing from your home state.
3. Get a Certificate of Registration from the Secretary of State
After your Application for Registration is approved by the Nevada Secretary of State, you’ll be issued a Certificate of Registration. Your Certificate of Registration qualifies you to transact business within the state.
How long does it take for the state to process the Nevada Application for Registration?
Paper applications take a couple weeks to be approved by the Nevada Secretary of State. If you’re in a hurry and have money to burn, you can get 24-hour expedited service for $125, 2-hour for $500, or 1-hour service for $1,000.
Nevada Foreign LLC Registration FAQ
How do I amend a foreign LLC in Nevada?
You can amend your Nevada foreign LLC filing by submitting an Amendment to Foreign Limited Liability Company form to the Nevada Secretary of State, Amendments Division. The filing fee is $175.
What does doing business mean in Nevada?
Nevada outlines what it means to conduct business in the state in the NRS 76.100 Code. According to the code, the state recognizes when an LLC is transacting business in Nevada when the business has any of the following within the state:
- An office
- A registered agent
- Employees or contract hires
Activities that do NOT constitute transacting business in Nevada include, but are not limited to:
- Settling or defending lawsuits
- Holding board meetings
- Maintaining bank accounts
- Maintaining offices for the transfer of securities
- Selling goods or services through an independent contractor
- Soliciting orders (before they become contracts)
- Completing transactions in 30 days that aren’t a part of a series of transactions
- Filming motion pictures
Does a foreign LLC have to file an annual report in Nevada?
Yes, all foreign LLCs must file a Nevada Annual List and State Business License Application (also called an annual report) each year with the Nevada Secretary of State, Commercial Recordings Division. The Nevada annual report is due every year on the last day of the anniversary month of when you registered your foreign LLC. So, if you completed your foreign registration on June 5th, 2022, your first annual report would be due by June 30th, 2023. The total cost is $350, which includes the $150 filing fee and the $200 business license renewal fee.
The Nevada Secretary of State also requires that you file an initial list of managers or members within 30 days of your initial filing—most LLCs file this together with their registration application.
How can I withdraw my Nevada foreign LLC?
To stop doing business in Nevada, you’ll need to file a Certificate of Cancellation with the Nevada Secretary of State. The filing fee is $100.