You want to do business in the state of Maryland but are registered as a Domestic Corporation in another state.  In order to legally conduct business in the state of Maryland you must register with the Maryland Department of Assessments and Taxation as a Foreign Corporation.  The process of registering as a Foreign Corporation in Maryland is called Maryland Corporation Foreign Qualification.

The process of Maryland Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in Maryland.  Your original Domestic Corporation formation documents (usually called Articles of Incorporation) and By Laws apply to your Maryland Foreign Corporation.  The Officers and Directors of your Domestic Corporation have the same roles in the Maryland Foreign Corporation.  Specific requirements to qualify as a Foreign Corporation in Maryland are explained below. 

Once you have made the decision to Qualify as a Foreign Corporation in Maryland, a Maryland lawyer can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents to perform these services.

In the United States, just because you are registered to do business in one state does not mean that you can legally do business in another state.  If you want to transact any serious business in a state other than the state in which your Corporation is registered, most likely you will have to register with the state in which you want to do business before you can legally conduct business there. 

For example, a Corporation that is registered in California wants to do business in Maryland.  The California Corporation is a "Domestic" Corporation in California and will be a "Foreign" Corporation in Maryland.

The California Foreign Corporation needs to register with the Maryland Department of Assessments and Taxation as a Maryland Foreign Corporation.

The use of the term Foreign in this case refers specifically to individual US states.  The US government, including the IRS, considers a Foreign Corporation to be a Corporation that is registered outside of the United States.

The short answer is no.  The state of Maryland does not legally require a lawyer to form a Maryland Foreign Corporation.

Our detailed Foreign Corporation Information page may help you understand some of the implications of forming a Maryland Foreign Corporation.  However, if there is anything about forming a Foreign Corporation in Maryland that you're not sure about you should seek the advice of a competent Maryland lawyer, a Maryland accountant, or both before you form a Foreign Corporation in Maryland.

Once you have made the decision to form a Foreign Corporation in Maryland, a Maryland lawyer can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents to perform these services and save money that you can use in your new Maryland Foreign Corporation.

You are not legally required to reserve a Company Name for a new Maryland Foreign Corporation before you submit your application to Form a Foreign Corporation in Maryland.

The Foreign Corporation name that you have registered in your home state may or may not be available in Maryland.  In that case you need a different name your Maryland Foreign Corporation.  Whether or not you need to reserve a company name for your new Maryland Foreign Corporation depends entirely on your business situation.  The Maryland Department of Assessments and Taxation uses names on a first come first served basis.  So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that Maryland Foreign Corporation Name.

If the Name you have chosen for your new Maryland Foreign Corporation is already in use by a currently active Maryland Foreign Corporation or LLC then you will have to register a DBA Name with the Maryland Department of Assessments and Taxation.  "DBA" is an abbreviation for "Doing Business As."

We verify that the Name you have chose for your new Maryland Foreign Corporation is available before we submit your Foreign Corporation filing to the Maryland Department of Assessments and Taxation.  If necessary we can register a DBA Name in Maryland for you so that you can open your new Maryland business as quickly as possible.

1. Prove that you are registered in a state other than Maryland as a Domestic Corporation
   In order to register as a Foreign Corporation in the state of Maryland, you must first prove that you are registered in another state as a Domestic Corporation.  You prove this with a Certificate of Good Standing, sometimes referred to as a Certificate of Existence or a Certificate of Fact, from the state in which you are registered as a Domestic Corporation.  Cost of a Good Standing Certificate for your Domestic Corporation varies from state to state.
   
   
   If you already have a Good Standing Certificate from your home state, note that it must be dated no older than 30 days from the date of your application for Maryland Corporation Foreign Qualification.
   
   
   If the date on your Good Standing Certificate is older than 30 days then you need to get an updated certificate.   If you get your own Good Standing Certificate you must scan and email or send a copy to us before we submit your application for a Maryland Foreign Corporation.
   We can get your Good Standing Certificate from any state - in most states within 2-3 hours.
2. Choose a name for your Maryland Foreign Corporation
   You can use the same name in Maryland that you use in your home state, however, if the name of your Domestic Corporation is not available you need to choose another name.  Your Maryland Foreign Corporation name can identify the type of products and services your business will provide; or it may be the name of the founder; or it can be a combination of the two or something else.
   
   In any case, the Maryland Foreign Corporation name that you choose must be distinguishable from the name of any other registered Maryland Corporation or other business entity and the name must also be different from any reserved names on record with the state of Maryland.  Your Maryland Foreign Corporation name must not imply that it was formed for a purpose other than that stated in the Your Maryland Foreign Corporation name must not be a name that is likely to mislead the public.
   
   The name of a Maryland Foreign Corporation must include the word "Foreign Corporation" or "Incorporated" or an abbreviation of one of these words.
   
   It's important to choose a good name for your Maryland Foreign Corporation because if you want to change it after you qualify you will have to file amended documents with the Maryland Department of Assessments and Taxation (and pay a fee).
   We will check to make sure that your requested Maryland Foreign Corporation name is available and conforms to all state of Maryland Foreign Corporation naming regulations.
3. Select an official address and a Registered Agent for your Maryland Foreign Corporation
   Every Maryland Foreign Corporation must have an address that is physically located in the state of Maryland.  This address is "registered" with the Maryland Department of Assessments and Taxation.  The Registered Address cannot be a PO Box and is where official and legal correspondence can be delivered.
   
   The individual or company that is registered with the state of Maryland to receive all correspondence on behalf of the Maryland Foreign Corporation is called a "Registered Agent".  You may act as your own Registered Agent, however, many Maryland Foreign Corporations hire a Registered Agent because they don't have a physical address within the state of Maryland or to provide a distinct level of privacy.
   We provide Registered Agent services in Maryland as well as all other states and the District of Columbia.
4. File Registration Documents with the Maryland Department of Assessments and Taxation
   In order to Qualify as a Foreign Corporation in Maryland you must file Registration Documents with the Maryland Department of Assessments and Taxation.  In Maryland the registration documents are named "Foreign Corporation Qualification".
   
   The registration documents must include certain specific information about your Maryland business.  If the Registration Documents do not conform exactly to state of Maryland requirements they will be rejected. 
   
   If you need to change any of the information on your registration documents after your Maryland Foreign Corporation has been approved, you may amend the registration documents for your Maryland Foreign Corporation but you will have to pay a fee to the state of Maryland in order to make the changes official.
   
   
5. Determine how you want your Maryland Foreign Corporation to be taxed
   The Maryland Corporate Income Tax Rate is %.  You may choose that your Maryland Foreign Corporation to be taxed as a C Corporation or S Corporation. 
   
   A C Corporation is what you may think of as a traditional Corporation like General Electric or Ford.  C Corporations pay a Corporate income tax to the state if that state taxes Foreign Corporations. 
   
   You may choose to have your Maryland Foreign Corporation taxed as a S Corporation.  S Corporations "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.  S Corporations do not pay any Maryland Corporate Income Tax.
   
   Maryland Corporations may be able to take advantage of several Maryland state tax credits.
   If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Maryland Foreign Corporation and include it with your final Foreign Corporation documents package.

1. Obtain Business Licenses from the cities and counties in which you plan to do business
2. File the required reports for your Maryland Foreign Corporation
3. Keep proper records of your Maryland Foreign Corporation on file
4. Pay your taxes to the state of Maryland

1. Obtain Business Licenses from the cities and counties in which you plan to do business
   Note that forming a Maryland Foreign Corporation does not take the place of obtaining a local business license, tax registration certificate, or other required business permits.  A Maryland Foreign Corporation merely creates an ownership structure that limits the owners' personal liability.  You may still need to take care of getting set up to do business with your local government.
   
   Depending on the nature of the business and the location of your Maryland Foreign Corporation within Maryland you may need to get one or more local business licenses or permits.  The business licenses or permits that are required for your Maryland Foreign Corporation vary depending on your business activities and the specific locations within the state of Maryland in which you want to conduct business.
   
   If your Maryland Foreign Corporation will be selling products in Maryland you may be required to obtain a Reseller's Permit from the appropriate Maryland state agency.  If your Maryland Foreign Corporation will be selling products in Maryland you will also be responsible for all applicable local and state of Maryland sales taxes if there are any.
   We have the expertise to find out exactly which state and local permits that you need for your specific business.
2. File the required reports for your Maryland Foreign Corporation
   The Maryland Corporation Annual Personal Property Return includes basic information about your Maryland Foreign Corporation including information on your Officers and Directors.
   
   Failure to submit a properly completed Maryland to the Maryland Department of Assessments and Taxation on or before the due date may subject the Maryland Foreign Corporation to being administratively dissolved in the state of Maryland or having its authority to transact business in the state of Maryland revoked by the Maryland Department of Assessments and Taxation.
   
   Penalties may accrue if you fail to file any Maryland Foreign Corporation to the Maryland Department of Assessments and Taxation by the due date.
   
   
3. Keep proper records of your Maryland Foreign Corporation on file
   Keep the following records on file and available at the principal business office of your Maryland Foreign Corporation:
   • Names and addresses of all Directors and Officers of the Maryland Foreign Corporation
   • Foreign Corporation formation documents and any Amendments to them
   • Corporate Bylaws and any Amendments to them
   • List of current shareholders of the Foreign Maryland Foreign Corporation.  If shareholders change, keep a record of old shareholders and how stock was transferred.
   • Minutes of all Meetings of Shareholders and Directors
   • Copies of any Corporate Resolutions which have been adopted by the Maryland Foreign Corporation
   • Copies of all tax returns and Annual Reports for the Maryland Foreign Corporation for the last 3 years
   
   
   
4. Pay your taxes to the state of Maryland
   Foreign Corporations that either do business in the state of Maryland or that derive income from sources within the state of Maryland are subject to Maryland and federal tax laws.  If you are engaged in intrastate business and derive income from other states besides Maryland, you must allocate the amount of income derived from the state of Maryland in order to determine your Maryland state taxes.

In order to Incorporate in Maryland you'll need the following information about your new Company:

• The name of your new Maryland Foreign Corporation along with your second choice of a name in case the name that you want is not available
  
• Physical address of the Foreign Corporation office in Maryland (not a PO Box)
  
• A good standing certificate for your Domestic Corporation from your home state no older that 30 days
• A description of the nature of the business you are planning to operate with the Maryland Foreign Corporation
• Names and addresses of the initial Directors of the Maryland Foreign Corporation
• Names and addresses of each Officer of the Maryland Foreign Corporation

Remember - ALL the information that you provide when you Form a Foreign Corporation in Maryland becomes part of the public record.  Our data entry forms include the absolute minimum amount of information that is required in order to Form a new Foreign Corporation in Maryland.

Processing times for new Maryland Foreign Corporation applications vary depending on the work load of the Department of Assessments and Taxation's staff.  We've found that normal processing of new Maryland Foreign Corporation applications takes the state around 7-8 weeks.  Add 2-3 days for the time period for shipping the final documents by mail.  Choosing our Express Mail option can shave a couple of days off the total processing time for your new Maryland Foreign Corporation.

The Maryland Department of Assessments and Taxation reserves the right to extend expedite periods in time of extreme volume, staff shortage or equipment malfunction.  We are dependent on, and have no control over, the staff and systems of the Maryland Department of Assessments and Taxation.

In our experience 7-8 weeks is the time it usually takes the Maryland Department of Assessments and Taxation to process a new Maryland Foreign Corporation application. We get your Maryland Foreign Corporation application to the MD Department of Assessments and Taxation ASAP. Once it is at the state we have no control over the new Maryland Foreign Corporation application process.

The state of Maryland charges $150.00 to Form a Foreign Corporation in MD.  Also add the cost of a Good Standing Certificate from your home state.   If you choose us to help you Form your Foreign Corporation in Maryland our processing fees are $145.00.  This includes:

• Same day processing of your new Maryland Foreign Corporation order
• MD Name Check and Reservation
• Prepare Foreign Corporation Qualification
• File Formation Documents with the Maryland Department of Assessments and Taxation
• Certified Copies of Formation Documents
• Maryland Foreign Corporation Checklist
• Priority Mail Delivery
• Unlimited Customer Support