Foreign Entity
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Foreign Entity. A business registered in one state and doing business in another. Foreign means out of state, not out of country.
Why it matters
The word causes constant confusion. A Delaware LLC operating in Texas is a foreign entity in Texas, and a domestic one in Delaware, and has nothing to do with anywhere outside the United States.
What to know
- Operating in a second state normally requires registering there, usually called foreign qualification.
- Your name has to be distinguishable in that state too. If it is already taken there, you may be required to register under a fictitious name for that state only.
- Doing business without qualifying can mean penalties, back fees, and losing the right to bring a lawsuit in that state until you fix it.
- What counts as doing business varies, and having customers there is usually not enough on its own.
What registering in a second state costs
Qualifying as a foreign entity means paying that state’s fees and waiting on its processing, on top of your home state.
| Jurisdiction | LLC filing fee | Expedited | Typical processing | Official search |
|---|---|---|---|---|
| Alabama | $200 | $100 | 3-5 business days | arc-sos.state.al.us |
| Alaska | $250 | $100 | 10-15 business days | commerce.alaska.gov |
| Arizona | $50 | not offered or not published | 14-16 business days | ecorp.azcc.gov |
| Arkansas | $45 | $25 | 3-5 business days | sos.arkansas.gov |
| California | $70 | $350 | 5-7 business days | bizfileonline.sos.ca.gov |
| Colorado | $50 | not offered or not published | Immediate for online filings | coloradosos.gov |
| Connecticut | $120 | not offered or not published | 5-7 business days | service.ct.gov |
| Delaware | $110 | not offered or not published | 3-5 weeks | icis.corp.delaware.gov |
| District of Columbia | $99 | $220 | 4-5 business days | corponline.dcra.dc.gov |
| Florida | $100 | $50 | Processed in the order received | search.sunbiz.org |
| Georgia | $110 | not offered or not published | 7 to 10 business days online, 15 business days paper | ecorp.sos.ga.gov |
| Hawaii | $50 | not offered or not published | Not specified | hbe.ehawaii.gov |
| Idaho | $100 | not offered or not published | 5-7 business days | sosbiz.idaho.gov |
| Illinois | $500 | not offered or not published | 5-10 business days | apps.ilsos.gov |
| Indiana | $95 | $50 | 7-10 business days | bsd.sos.in.gov |
| Iowa | $50 | $25 | 5-10 business days | sos.iowa.gov |
| Kansas | $85 | $40 | within minutes for online filing | kansas.gov |
| Kentucky | $40 | $10 | 4-6 business days | sos.ky.gov |
| Louisiana | $100 | not offered or not published | routine processing (no specific timeframe given) | coraweb.sos.la.gov |
| Maine | $175 | $50 | 35-40 business days | apps1.web.maine.gov |
| Maryland | $100 | not offered or not published | 4-6 weeks (paper), 6-8 weeks (online non-expedited), 3-4 weeks current | egov.maryland.gov |
| Massachusetts | $500 | not offered or not published | 5-10 business days | corp.sec.state.ma.us |
| Michigan | $50 | $50 | 7-10 business days | mibusinessregistry.lara.state.mi.us |
| Minnesota | $155 | not offered or not published | 5-7 business days | mblsportal.sos.state.mn.us |
| Mississippi | $50 | $50 | 3-5 business days | corp.sos.ms.gov |
| Missouri | $50 | not offered or not published | 5-10 business days | bsd.sos.mo.gov |
| Montana | $35 | not offered or not published | 2 weeks | biz.sosmt.gov |
| Nebraska | $100 | $50 | approximately a week for document review | nebraska.gov |
| Nevada | $425 | $125 | 2-3 weeks | esos.nv.gov |
| New Hampshire | $100 | $25 | within 30 days | quickstart.sos.nh.gov |
| New Jersey | $125 | not offered or not published | 3-5 business days | njportal.com |
| New Mexico | $50 | $100 | 1-3 business days | enterprise.sos.nm.gov |
| New York | $200 | not offered or not published | 2-3 weeks | apps.dos.ny.gov |
| North Carolina | $125 | $100 | 5-10 business days | sosnc.gov |
| North Dakota | $135 | $20 | 5-7 business days | firststop.sos.nd.gov |
| Ohio | $99 | $100 | 5-7 business days | businesssearch.ohiosos.gov |
| Oklahoma | $104 | $25 | about 15 minutes | sos.ok.gov |
| Oregon | $100 | $50 | 5-10 business days | sos.oregon.gov |
| Pennsylvania | $125 | $100 | 7-10 business days | file.dos.pa.gov |
| Rhode Island | $150 | $50 | 5-7 business days | business.sos.ri.gov |
| South Carolina | $110 | $50 | 5-7 business days | businessfilings.sc.gov |
| South Dakota | $150 | not offered or not published | normal course of business | sosenterprise.sd.gov |
| Tennessee | $300 | $100 | 5-10 business days | tncab.tnsos.gov |
| Texas | $300 | $25 | 10-12 business days (online SOS Direct), 13-15 business days (online SOS Upload), 4-8 weeks plus mail time (paper) | comptroller.texas.gov |
| Utah | $59 | $75 | 5-7 business days | businessregistration.utah.gov |
| Vermont | $155 | $25 | 7-10 business days for mail filings, less than 1 business day for online filings | bizfilings.vermont.gov |
| Virginia | $100 | $200 | 24 hours online | cis.scc.virginia.gov |
| Washington | $180 | not offered or not published | 5-10 business days | ccfs.sos.wa.gov |
| West Virginia | $130 | not offered or not published | 5-7 business days | apps.sos.wv.gov |
| Wisconsin | $130 | not offered or not published | 5-10 business days | apps.dfi.wi.gov |
| Wyoming | $100 | $100 | Up to 15 business days | wyobiz.wyo.gov |
Common questions
What counts as doing business in another state?
It varies by state and it is genuinely fuzzy. Having customers there is usually not enough on its own. An office, employees, inventory or repeated in-person work usually is. States publish their own tests and they do not agree with each other.
What happens if I do not register as a foreign entity?
Back fees and penalties, and in most states you lose the right to bring a lawsuit in that state until you register. That last one surfaces at the worst possible time, when you are trying to enforce a contract.
Can I use the same name in the second state?
Only if it is distinguishable there. If the name is taken in the state you are qualifying into, you will normally be required to register under a fictitious name for that state, so the business trades under two names in two places.
Is a foreign entity a foreign company?
No, and the word causes constant confusion. Foreign means out-of-state. A Delaware LLC is a foreign entity in Texas and a domestic one in Delaware, with nothing to do with anywhere outside the United States.
Where you will see it
This term appears on business entity search results and in correspondence from the Secretary of State. If you met it on a search result and are not sure how it applies to a specific business, the record itself usually says more than the summary line does.
You can check a name against all 50 states and the District of Columbia from the search on our home page. Every result links back to the state office that holds the record.
Sources reviewed
The sources below were retrieved and confirmed in August 2026. Filing requirements and fees change with legislative sessions and agency rulemaking; check the state’s own page before acting on anything here. This page is general information, not legal or tax advice.
- Filing fees and processing times published by each Secretary of State or equivalent business filing office.
- Official business entity search portals for all 51 jurisdictions, each retrieved and confirmed to resolve. The full list appears in the table above.
Related
The other filings and terms that appear on the same record: