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 Utah.  The California LLC is a "Domestic" LLC in California and will be a "Foreign" LLC in Utah.

The California LLC needs to register with the Utah Department of Commerce as a Utah 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.

You want to do business in the state of Utah but are registered as a LLC in another state.  In order to legally conduct business in the state of Utah you must register with the Utah Department of Commerce as a Foreign LLC.  The process of registering as a Foreign LLC in Utah is called Utah LLC Foreign Qualification.

The process of Utah LLC Foreign Qualification is similar to the process of forming a Domestic LLC in Utah.  Your original home LLC formation documents (frequently called Articles of Organization) and By Laws apply to your Utah Foreign LLC.  The Officers and Directors of your home LLC will have the same roles in the Utah Foreign LLC.  Specific requirements to qualify as a Foreign LLC in Utah are explained below. 

Once you have made the decision to Qualify as a Foreign LLC in Utah, a Utah 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.

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

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

Once you have made the decision to form a Foreign LLC in Utah, a Utah 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 Utah Foreign LLC.

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

The LLC name that you have registered in your home state may or may not be available in Utah.  In that case you need a different name your Utah Foreign LLC.  Whether or not you need to reserve a company name for your new Utah Foreign LLC depends entirely on your business situation.  The Utah Department of Commerce 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 Utah Foreign LLC Name.

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

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

1. Choose a name for your Utah Foreign LLC
2. File Registration Documents with the Utah Department of Commerce
3. Determine how you want your Utah Foreign LLC to be taxed

1. Choose a name for your Utah Foreign LLC
   
   You can use the same name in Utah 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 Utah 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 Utah Foreign LLC name that you choose must be distinguishable from the name of any other registered Utah LLC or other business entity and the name must also be different from any reserved names on record with the state of Utah.  Your Utah 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 Utah Foreign LLC name must not be a name that is likely to mislead the public.
   
   The name of a Utah 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 Utah Foreign LLC because if you want to change it after you qualify you will have to file amended documents with the Utah Department of Commerce (and pay a fee).
   We will check to make sure that your requested Utah Foreign LLC name is available and conforms to all state of Utah Limited Liability Company naming regulations.
2. File Registration Documents with the Utah Department of Commerce
   
   In order to Qualify as a Foreign LLC in Utah you must file Registration Documents with the Utah Department of Commerce.  In Utah the registration documents are named "Application for Authority to Transact Business for a Foreign Limited Liability Company".
   
   The registration documents must include certain specific information about your Utah business.  If the LLC Registration Documents do not conform exactly to state of Utah Foreign LLC requirements they will be rejected. 
   
   If you need to change any of the information on your registration documents after your Utah Foreign LLC has been approved, you may amend the registration documents for your Utah Foreign LLC but you will have to pay a fee to the state of Utah in order to make the changes official.
   
   
3. Determine how you want your Utah Foreign LLC to be taxed
   
   The Utah Corporate Income Tax Rate is 5%.  You may choose that your Utah 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 Utah 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 Utah Corporate Income Tax.
   
   The minimum Utah Corporate Income Tax is $100.  All Utah Corporations must pay the minimum Utah Corporation Income Tax even if no business was conducted in the state of Utah during the fiscal year.
   
   If you form a Single Member Utah Foreign LLC and do not specify to the IRS how you want to be taxed your Single Member Utah Foreign LLC will be taxed as a Sole Proprietorship.  If you form a Multiple Member Utah Foreign LLC and do not specify to the IRS how you want to be taxed your Multiple Member Utah Foreign LLC will be taxed as a Partnership.
   
   Click here for more Utah Corporate Tax Information .
   If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Utah Foreign LLC and include it with your final Foreign LLC documents.

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

1. Obtain Business Licenses from the cities and counties in which you plan to do business
   
   Note that forming a Utah Foreign LLC doesn't take the place of obtaining a local business license, tax registration certificate, or other required business permits.  A Utah 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 Utah Foreign LLC within Utah you may need to get one or more local business licenses or permits.  The business licenses or permits that are required for your Utah Foreign LLC vary depending on your business activities and the specific locations within the state of Utah in which you want to conduct business.
   
   If your Utah Foreign LLC will be selling products in Utah you may be required to obtain a Reseller's Permit from the appropriate Utah state agency.  If your Utah Foreign LLC will be selling products in Utah you will also be responsible for all applicable local and state of Utah 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 Utah Foreign LLC
   
   The Utah Annual Report includes basic information about your Utah Foreign LLC including information on your business location as well as the names of the Officers and Directors.
   
   Failure to submit a properly completed Utah Annual Report to the Utah Department of Commerce on or before the due date may subject the Utah Foreign LLC to being administratively dissolved in the state of Utah or having its authority to transact business in the state of Utah revoked by the Utah Department of Commerce.
   
   Penalties may accrue if you fail to file any Utah Foreign LLC Annual Report to the Utah Department of Commerce by the due date.
   
   
3. Keep proper records of your Utah Foreign LLC on file
   
   Keep the following records on file and available at the principal business office of your Utah Foreign LLC:
   • Names and addresses of all Members and Managers of the Utah Foreign LLC
   • Foreign LLC formation documents and any Amendments to them
   • Utah Foreign LLC Operating Agreement and any Amendments to them
   • Copies of any LLC Resolutions which have been adopted by the Utah Foreign LLC
   • Copies of all tax returns and Annual Reports for the Utah Foreign LLC for the last 3 years
   
   
4. Pay your taxes to the state of Utah
   
   Foreign LLCs that either do business in the state of Utah or that derive income from sources within the state of Utah are subject to Utah and federal tax laws.  If you are engaged in intrastate business and derive income from other states besides Utah, you must allocate the amount of income derived from the state of Utah in order to determine your Utah state taxes.

In order to Form a Foreign LLC in Utah you'll need the following information about your LLC:

• The name of your new Utah Foreign LLC along with your second choice of a name in case the name that you want is not available
• Physical address of the Foreign LLC office in Utah (not a PO Box)
• A description of the nature of the business you are planning to operate with the Utah Foreign LLC
• Whether the Utah Foreign LLC will be managed by LLC Members or Managers
• When the Utah Foreign LLC will start and when it will cease to exist (normally the Foreign LLC starts on the date the application is filed and will exist perpetually)

Remember - ALL the information that you provide when you Form a Foreign LLC in Utah 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 Utah.

Processing times for new Utah Foreign LLC applications vary depending on the work load of the Department of Commerce's staff.  We've found that normal processing of new Utah Foreign LLC applications takes the state around 5-8 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 Utah Foreign LLC.

The Utah Department of Commerce 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 Utah Department of Commerce.

In our experience 5-8 business days is the time it usually takes the Utah Department of Commerce to process a new Utah Foreign LLC application. We get your Utah Foreign LLC application to the UT Department of Commerce ASAP. Once it is at the state we have no control over the new Utah Foreign LLC application process.

The state of Utah charges $83.00 to Form a Foreign LLC in UT.  If you choose All Business Documents to help you Form your Foreign LLC in Utah our processing fees are $145.00.  This includes:

• Same day processing in of your new Utah Foreign LLC order
• UT Name Check and Reservation
• Prepare Application for Authority to Transact Business for a Foreign Limited Liability Company
• File Formation Documents with the Utah Department of Commerce
• Certified Copies of Formation Documents
• Utah Foreign LLC Checklist
• Priority Mail Delivery
• Unlimited Customer Support