Tell me more ×
Answers OnStartups is a question and answer site for entrepreneurs looking to start or run a new business. It's 100% free, no registration required.
up vote 0 down vote favorite

After a TON of reading over the past few weeks, I think I am almost ready to file for a LLC. My only remaining question is:

We are a four member team, each in a different state. The company will be create in Ohio. Because of the pass-through taxation, we must register as a foreign entity in each state. Even though we will do no "physical" business in any state other than Ohio. Correct?

Also, must we hire a registered agent in EACH state? I was attempting to fill out the online form here:

https://www.northwestregisteredagent.com/certificate-of-authority-online.html

But it seems that they want to add a registered agent to each state, rather than just register us as a foreign entity.

Thanks for any clarification!

share|improve this question

3 Answers

up vote 1 down vote

I don't know the answer to this, but my advice would be to get professional legal advice on this regardless of the answers you receive here. The complexity of the question makes it unlikely that someone with that level of expertise is lurking here...

share|improve this answer
up vote 0 down vote

No, as long as you have someone "on the ground" with an address in each state, you do not need a registered agent; it's a waste of money. The state usually just requires you to have someone in each state who can receive notice of being sued; any regular person with an actual address can do that.

share|improve this answer
up vote 0 down vote

And re: registering in each state- no, if you aren't doing business there, you will not need to register or qualify as a foreign entity. Each state has a statute that lists things that will NOT be deemed to be doing business in the state- holding meetings is typically one such thing, for example.

However, if each person in each state will be doing things in the state that are "doing business", then you will need to register.

So registering as a foreign entity depends on what each person will actually be doing.

Tax registration is a different animal and I cannot answer that part.

share|improve this answer

Your Answer

 
discard

By posting your answer, you agree to the privacy policy and terms of service.