Foreign qualification with the Secretary of State in Delaware is the process by which a business that is already established in another state registers to do business in Delaware. This allows the business to legally operate in Delaware and ensures compliance with state laws and regulations.
There are 3 different ways to foreign qualify in Delaware depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in Delaware or use Mosey to do it.
Use Mosey to register with the Secretary of State in Delaware.
Avoid the hassle of doing it yourself and use Mosey to automate foreign qualification, annual reports, and registered agent service.
Delaware Foreign Registration for PLLC, LLC
If you are "doing business" in Delaware, you must register with the Secretary of State by filing a Certificate of Registration of Foreign Limited Liability Company form. Delaware, like most states, provides a list of activities considered not "doing business" in lieu of defining "doing business."
Obtain a Certificate of Good Standing
Delaware requires you to provide a valid Certificate of Good Standing from your home state issued within six months.
Establish a Registered Agent
You must designate a registered agent with a physical address in Delaware to accept service of process and other legal documents. The registered agent can be the business itself, an individual resident of the state, or a domestic business.
Sign up for a My eCorp Online Account
Visit eCorp business services online to create a My eCorp user account with the Division of Corporations.
Complete Certificate of Registration Form
Complete the Certificate of Registration of Foreign Limited Liability Company form and save it as a PDF.
Submit Certificate of Registration Form Online
Log in to your My eCorp online portal and select "Document Upload" to submit the required documents. The completed Certificate of Registration of Foreign Limited Liability Company form and the Certificate of Good Standing from your home state must be combined into a singular PDF file for submission. Note: Online submission is available on non-holidays, Monday-Friday 7:45am to 10:30pm (EST).
Delaware Foreign Registration for Professional Corporation, Corporation
If you are "doing business" in Delaware, you must register with the Secretary of State by filing a Qualification Certificate of a Foreign Corporation form. In lieu of defining what is considered as "doing business," Delaware provides a list of activities that are exceptions to the requirements that constitute "doing business."
Obtain a Certificate of Good Standing
Delaware requires you to provide a valid Certificate of Good Standing from your home state issued within six months.
Establish a Registered Agent
You must designate a registered agent with a physical address in Delaware to accept service of process and other legal documents. The registered agent can be the business itself, an individual resident of the state, or a domestic business.
Sign up for a My eCorp Online Account
Visit eCorp business services online to create a My eCorp user account with the Division of Corporations.
Complete Qualification Certificate Form
Follow the instructions to complete the Qualification Certificate of a Foreign Corporation form and save it as a PDF.
Submit Qualification Certificate Form Online
Log in to your My eCorp online portal and select "Document Upload" to submit the required documents. The completed Qualification Certificate of a Foreign Corporation form and Certificate of Good Standing must be combined into a singular PDF file.
Delaware Foreign Registration for LLP
If you are "doing business" in Delaware, you must register with the Secretary of State by filing a Statement of Qualification of Foreign Limited Liability Partnership form. Delaware, like most states, provides a list of activities considered not "doing business" in lieu of defining "doing business."
Obtain a Certificate of Good Standing
Delaware requires a Certificate of Good Standing (also known as a Certificate of Existence) from your home state issued within the last six months to be submitted with your Statement of Qualification.
Establish a Registered Agent
You must have a registered agent in Delaware designated to accept service of process. Your registered agent must have an Delaware street address. It can be any Delaware resident or a corporation qualified to do business in Delaware.
Sign up for a My eCorp Online Account
Visit eCorp business services online to create a My eCorp user account with the Division of Corporations.
Complete the Statement of Qualification Form
Fill out a Statement of Qualification of Foreign Limited Liability Partnership form and save it as a PDF.
File Your Statement of Qualification Form Online
Log in to your My eCorp online portal and select "Document Upload" to submit the required documents. The completed Statement of Qualification of Foreign Limited Liability Partnership form and Certificate of Good Standing must be combined into a singular PDF file.
What else do I need to know?
Once you are registered with the Secretary of State, you may have additional requirements to maintain your "good standing" in the state. Failing to do so can result in fines, back taxes, and forfeiting certain priveleges within the state.
Maintaining a Registered Agent
Most states require that you have a registered agent that can receive important mail from the Secretary of State should they need to contact you. There are many commercial options available or you can use Mosey to be your registered agent and keep your information private in Delaware.
Annual Reports and Taxes
In addition to maintaining a registered agent, most states require you to file a report annually. Registration can also trigger state taxes such as a franchise tax or income tax. You can use Mosey to identify these additional requirements to maintain good standing in Delaware.
