Foreign qualification with the Secretary of State in New York refers to the process by which a business entity, originally formed in another state or country, seeks permission to conduct business in the state of New York. This legal requirement ensures compliance with local regulations and allows the business to establish a presence, operate, and avail itself of the benefits and protections offered by the state.
There are 2 different ways to foreign qualify in New York depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in New York or use Mosey to do it.
Use Mosey to register with the Secretary of State in New York.
Avoid the hassle of doing it yourself and use Mosey to automate foreign qualification, annual reports, and registered agent service.
New York Foreign Qualification for C Corporation
As a foreign corporation, you are required to register with the Department of State if you are "doing business" in the State of New York. If the business has an ongoing activity that is vital and essential to the organization's business, it qualifies as doing business, e.g., employing someone in the State. Note: Foreign corporations are not required to have a physical office or a registered agent located within the jurisdiction of New York. You can designate the Department of State as the agent upon whom process against the corporation may be served.
Acquire a Certificate of Good Standing
New York requires you provide a Certificate of Existence (also known as a Certificate of Good Standing) from your home jurisdiction to successfully register in the state, issued no more than one year before the date of submission. The certificate must be included in your Application for Authority.
Obtain Consent from the New York State Tax Commission
If the company has been conducting business in New York State before filing the Application for Authority, it must obtain the consent of the New York State Tax Commssion. To obtain this consent, call the New York State Tax Department Call Center at 518-485-2639, or you can provide the Tax Department with an affidavit indicating the date the corporation began to do business in New York State and the reporting period (calendar or fiscal) the corporation uses.
File Application for Authority
To register your business in New York, you must file an Application for Authority with the New York Department of State.
Create NY.gov Business Account
Create an NY.gov ID Business Account after your Application for Authority is approved to web file tax returns and to access New Yorks's online services.
New York Foreign Qualification for LLC
As a foreign limited liability company, you are required to register with the Department of State if you are "doing business" in the state of New York. Note: Foreign LLCs are not required to have a physical office or a registered agent located within the jurisdiction of New York. You can designate the Department of State as the agent upon whom process against the LLC may be served.
Acquire a Certificate of Good Standing
New York requires you provide a Certificate of Existence (also known as a Certificate of Good Standing) from your home jurisdiction to successfully register in the state, issued no more than one year before the date of submission. The certificate must be included with your Application for Authority.
File Application for Authority
To register your business in New York, file an Application for Authority with the New York Department of State.
Create NY.gov Business Account
Create an NY.gov ID Business Account after your Application for Authority is approved to web file tax returns and to access New York's online services.
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 New York.
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 New York.
