What is Missouri Limited Liability Company (LLC) Foreign Qualification? |
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You want to do business in the state of Missouri but are registered as a Domestic Limited Liability Company (LLC) in another state.
In order to legally conduct business in the state of Missouri you must register with the Missouri Secretary of State as
a Foreign LLC.
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You want to do business in the state of Missouri but are registered as a Domestic LLC in another state.
In order to legally conduct business in the state of Missouri you must register with the Missouri Secretary of State as
a Foreign LLC.
The process of registering as a Foreign LLC in Missouri is called Missouri LLC Foreign Qualification.
The process of Missouri LLC Foreign Qualification is similar to the process of forming a Domestic LLC in Missouri.
Your original formation documents (usually called Articles of Organization) and Operating Agreement apply to your Missouri Foreign LLC.
The Members and Managers of your Domestic LLC have the same roles in the Missouri Foreign LLC.
Specific requirements to qualify as a Foreign LLC in Missouri are explained below.
Once you have made the decision to Qualify as a Foreign LLC in Missouri,
a Missouri 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.
Put the money you save with All Business Documents where it belongs
right into your new Missouri Foreign LLC.
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What is a Missouri Foreign LLC? |
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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 LLC 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.
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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 LLC 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 LLC that is registered in California wants to do business in Missouri.
The California LLC is a "Domestic" LLC in California and will be a "Foreign" LLC in Missouri.
The California LLC needs to register with the Missouri Secretary of State as a Missouri Foreign LLC.
The use of the term Foreign in this case refers specifically to individual US states.
The US government, including the IRS, considers a Foreign company to be a company that is registered outside
of the United States.
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Do I need a lawyer to Form a Foreign LLC in Missouri? |
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The short answer is no.
The state of Missouri does not legally require a lawyer to form a Missouri Foreign LLC.
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The short answer is no.
The state of Missouri does not legally require a lawyer to form a Missouri Foreign LLC.
Our detailed LLC Information page may help you understand some
of the implications of forming a Missouri Foreign LLC.
However, if there is anything about forming a Foreign LLC in Missouri
that you're not sure about you should seek the advice of a competent Missouri lawyer, a Missouri accountant,
or both before you form a Foreign LLC in Missouri.
Once you have made the decision to form a Foreign LLC in Missouri, a Missouri 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 Missouri Foreign LLC.
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Do I have to Reserve a Company Name before I Form a Foreign LLC in MO?
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You are not legally required to reserve a Company Name for a new Missouri LLC Corporation before you submit your application to form a Foreign LLC in
Missouri.
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You are not legally required to reserve a Company Name for a new Missouri LLC Corporation before you submit your application to Form a Foreign LLC
in Missouri.
The LLC name that you have registered in your home state may or may not be available in Missouri.
In that case you need a different name your Missouri Foreign LLC.
Whether or not you need to reserve a company name for your new Missouri Foreign LLC depends entirely on your business situation.
The Missouri Secretary of State uses LLC 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 Missouri Foreign LLC Name.
Click here for more information on
Missouri Company Name Reservation
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What if the Missouri Foreign LLC Name I want is already taken?
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If the Name you have chosen for your new Missouri Foreign LLC is already in use by a currently active
Missouri Corporation or LLC then you will have to register a DBA Name with the Missouri Secretary of State. "DBA" is an abbreviation for "Doing Business As."
In Missouri a DBA Name is called a Fictitious Name.
We verify that the Name you have chose for your new Missouri Foreign LLC is available before we submit
your Foreign LLC filing to the Missouri Secretary of State.
If necessary we can register a Fictitious Name in Missouri for you so that you can open your new Missouri business as quickly as possible.
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What do I have to do to Form a Foreign LLC in Missouri?
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5 things you have to do in order to Form a Missouri Foreign LLC
1. Prove that you are registered in a state other than MO as a Domestic LLC
2. Choose a name for your Missouri Foreign LLC
3. Select an official address and a Registered Agent for your MO Foreign LLC
4. File Registration Documents with the Missouri Secretary of State
5. Determine how you want your Missouri Foreign LLC to be taxed
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1. Prove that you are registered in a state other than Missouri as a Domestic LLC
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In order to register as a Foreign LLC in the state of Missouri, you must first prove that you are registered in another state as a
Domestic LLC.
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 LLC.
Cost of a Good Standing Certificate for your Domestic LLC varies from state to state.
If you already have a Good Standing Certificate please note that it must be dated no older than 60 days from the date of your application for
Missouri LLC Foreign Qualification.
If the date on your Good Standing Certificate is older than 60 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
Missouri Foreign LLC.
We can get your LLC Good Standing Certificate from any state - in most states within 2-3 hours.
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2. Choose a name for your Missouri Foreign LLC
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You can use the same name in Missouri that you use in your home state, however, if the name of your Domestic LLC is not available you need to choose another name.
Your Missouri Foreign LLC 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 Missouri Foreign LLC name that you choose must be distinguishable from the name of any other registered Missouri LLC or other
business entity and the name must also be different from any reserved names on record with the state of Missouri.
Your Missouri Foreign LLC name must not imply that it was formed for a purpose other than that stated in the
Articles of Organization for your Domestic LLC and your Missouri Foreign LLC name must not be a name that is likely to mislead the public.
The name of a Missouri Foreign LLC must include the word "Limited Liability Company" or
or the abbreviation "LLC" or "L.L.C.".
It's important to choose a good name for your Missouri Foreign LLC because if you want to change it after you qualify you
will have to file amended documents with the Missouri Secretary of State (and pay a fee).
We will check to make sure that your requested Missouri Foreign LLC name is available and conforms to all state of Missouri
Limited Liability Company naming regulations.
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3. Select an official address and a Registered Agent for your Missouri Foreign LLC
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Every Missouri Foreign LLC must have an address that is physically located in the state of Missouri.
This address is "registered" with the Missouri Secretary of State.
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 Missouri to receive all correspondence on behalf of the Missouri
Foreign LLC is called a "Registered Agent".
You may act as your own Registered Agent, however, many Missouri Foreign LLCs hire a Registered Agent because they don't have a physical
address within the state of Missouri or to provide a distinct level of privacy.
We provide LLC Registered Agent services in Missouri as well as all other states and the District of Columbia.
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4. File Registration Documents with the Missouri Secretary of State
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In order to Qualify as a Foreign LLC in Missouri you must file Registration Documents with the Missouri Secretary of State.
In Missouri the registration documents are named "Application for Registration of a Foreign Limited Liability Company".
The registration documents must include certain specific information about your Missouri business.
If the LLC Registration Documents do not conform exactly to state of Missouri Foreign LLC requirements they will be rejected.
If you need to change any of the information on your registration documents after your Missouri Foreign LLC has been approved,
you may amend the registration documents for your Missouri Foreign LLC but you will have to pay a fee to the state of Missouri in order to make the changes official.
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5. Determine how you want your Missouri Foreign LLC to be taxed
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The Missouri Corporate Income Tax Rate is %.
You may choose that your Missouri Foreign LLC is 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 Corporations.
You may choose to have your Missouri Foreign LLC 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 Missouri Corporate Income Tax.
If you form a Single Member Missouri Foreign LLC and do not specify to the IRS how you want to be taxed your Single Member Missouri Foreign LLC
will be taxed as a Sole Proprietorship.
If you form a Multiple Member Missouri Foreign LLC and do not specify to the IRS how you want to be taxed your Multiple Member Missouri Foreign LLC
will be taxed as a Partnership.
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Missouri Foreign LLC and include it with
your final Foreign LLC documents.
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What do I have to do to after I Form a Missouri Foreign LLC?
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4 things you have to do in after you Form a Missouri Foreign Corporation
1. Obtain Business Licenses from the cities and counties in which you plan to do business
2. File the required reports for your Missouri Foreign LLC
3. Keep proper records of your Missouri Foreign LLC on file
4. Pay your taxes to the state of Missouri
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1. Obtain Business Licenses from the cities and counties in which you plan to do business
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Note that forming a Missouri Foreign LLC doesn't take the place of obtaining a local business license, tax
registration certificate, or other required business permits.
A Missouri Foreign LLC 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 Missouri Foreign LLC within Missouri you may need to get one or more local
business licenses or permits.
The business licenses or permits that are required for your Missouri Foreign LLC vary depending on your business activities
and the specific locations within the state of Missouri in which you want to conduct business.
If your Missouri Foreign LLC will be selling products in Missouri you may be required to obtain a Reseller's Permit from the appropriate
Missouri state agency.
If your Missouri Foreign LLC will be selling products in Missouri you will also be responsible for all applicable local and state of Missouri
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.
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2. File the required reports for your Missouri Foreign LLC
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The Annual Report includes basic information about your Missouri Foreign LLC including information on your Officers and Directors.
Failure to submit a properly completed Missouri Annual Report to the Missouri Secretary of State on or before the
due date may subject the Missouri Foreign LLC to being administratively dissolved in the state of Missouri or having its authority to
transact business in the state of Missouri revoked by the Missouri Secretary of State.
Penalties may accrue if you fail to file any Missouri Foreign LLC Annual Report to the Missouri Secretary of State by the due date.
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3. Keep proper records of your Missouri Foreign LLC on file
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Keep the following records on file and available at the principal business office of your Missouri Foreign LLC:
- Names and addresses of all Members and Managers of the Missouri Foreign LLC
- Foreign LLC formation documents and any Amendments to them
- Missouri Foreign LLC Operating Agreement and any Amendments to them
- Copies of any LLC Resolutions which have been adopted by the Missouri Foreign LLC
- Copies of all tax returns and Annual Reports for the Missouri Foreign LLC for the last 3 years
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4. Pay your taxes to the state of Missouri
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Foreign LLCs that either do business in the state of Missouri or that derive income from sources within the state of Missouri are subject
to Missouri and federal tax laws.
If you are engaged in intrastate business and derive income from other states besides Missouri, you must allocate the amount of income derived
from the state of Missouri in order to determine your Missouri state taxes.
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What information do I need in order to Form a Foreign LLC in Missouri? |
In order to Form a Foreign LLC in Missouri you'll need certain specific information about your Company
including the Limited Liability Compamy name and address; and Registered Agent information.
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In order to Form a Foreign LLC in Missouri you'll need the following information about your LLC:
- The name of your new Missouri Foreign LLC along with your second choice of a name in case the name that you want is not available
- Physical addess of the Foreign LLC office in Missouri (not a PO Box)
- A good standing certificate from your home state no older that 60 days
- A description of the nature of the business you are planning to operate with the Missouri Foreign LLC
Remember - ALL the information that you provide when you Form a Foreign LLC in Missouri 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 LLC in Missouri.
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How long does it take to Form a Foreign LLC in Missouri? |
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Processing times for new Missouri Foreign LLC applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new Missouri Foreign LLC applications takes the state around 8-10 business days.
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 Missouri Foreign LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE MISSOURI SECRETARY OF STATE PROCESSING TIMES.
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The Missouri Secretary of State 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 Missouri Secretary of State.
In our experience 8-10 business days is the time it usually takes the Missouri Secretary of State to process
a new Missouri Foreign LLC application.
We get your Missouri Foreign LLC application to the MO Secretary of State ASAP.
Once it is at the state we have no control over the new Missouri Foreign LLC application process.
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Are there any Expedited Processing Options for a new MO Foreign LLCs?
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| The Missouri Secretary of State does not offer expedited processing options for a new Missouri LLC filing. |
How much does it cost to Form a Foreign LLC in Missouri? |
The state of Missouri charges $120.00 to Form a Foreign LLC in MO. Also add the cost of a good standing certificate from your home state.
If you choose All Business Documents to help you Form your Foreign LLC in Missouri our processing fees are $145.00.
This includes:
- Same day processing in of your new Missouri Foreign LLC order
- MO Name Check and Reservation
- Prepare Application for Registration of a Foreign Limited Liability Company
- File Formation Documents with the Missouri Secretary of State
- Certified Copies of Formation Documents
- Missouri Foreign LLC Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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