Ohio LLC Foreign Qualification

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

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

Once you have made the decision to Qualify as a Foreign LLC in Ohio, an Ohio 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 right where it belongs - into your new Ohio Foreign LLC.

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

The California LLC needs to register with the Ohio Secretary of State as an Ohio 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.

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

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

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

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

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

Click here for more information on
Ohio Company Name Reservation

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

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

Choose a name for your Ohio Foreign LLC
File Registration Documents with the Ohio Secretary of State
Determine how you want your Ohio Foreign LLC to be taxed

Choose a name for your Ohio Foreign LLC

You can use the same name in Ohio 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 Ohio 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 Ohio Foreign LLC name that you choose must be distinguishable from the name of any other registered Ohio LLC or other business entity and the name must also be different from any reserved names on record with the state of Ohio. Your Ohio 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 Ohio Foreign LLC name must not be a name that is likely to mislead the public.

The name of an Ohio 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 Ohio Foreign LLC because if you want to change it after you qualify you will have to file amended documents with the Ohio Secretary of State (and pay a fee).
We will check to make sure that your requested Ohio Foreign LLC name is available and conforms to all state of Ohio Limited Liability Company naming regulations.
File Registration Documents with the Ohio Secretary of State

In order to Qualify as a Foreign LLC in Ohio you must file Registration Documents with the Ohio Secretary of State. In Ohio the registration documents are named "Organization/Registration of Limited Liability Company".

The registration documents must include certain specific information about your Ohio business. If the LLC Registration Documents do not conform exactly to state of Ohio Foreign LLC requirements they will be rejected.

If you need to change any of the information on your registration documents after your Ohio Foreign LLC has been approved, you may amend the registration documents for your Ohio Foreign LLC but you will have to pay a fee to the state of Ohio in order to make the changes official.
Determine how you want your Ohio Foreign LLC to be taxed

The Ohio Corporate Income Tax Rate is variable depending on the annual net income of the Ohio Foreign LLC. Ohio Corporate Income Tax Rates vary from 5.1 to 8.5%. You may choose that your Ohio 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 Ohio 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 Ohio Corporate Income Tax.

The Corporation Tax structure in the state of Ohio consists of two tax brackets:
- 0- $50,000 - 5.1%
- Over $50,000 - 8.5%
If you form a Single Member Ohio Foreign LLC and do not specify to the IRS how you want to be taxed your Single Member Ohio Foreign LLC will be taxed as a Sole Proprietorship. If you form a Multiple Member Ohio Foreign LLC and do not specify to the IRS how you want to be taxed your Multiple Member Ohio Foreign LLC will be taxed as a Partnership.

Click here for more Ohio Corporate Tax Information .
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Ohio Foreign LLC and include it with your final Foreign LLC documents.

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

Obtain Business Licenses from the cities and counties in which you plan to do business

Note that forming an Ohio Foreign LLC doesn't take the place of obtaining a local business license, tax registration certificate, or other required business permits. An Ohio 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 Ohio Foreign LLC within Ohio you may need to get one or more local business licenses or permits. The business licenses or permits that are required for your Ohio Foreign LLC vary depending on your business activities and the specific locations within the state of Ohio in which you want to conduct business.

If your Ohio Foreign LLC will be selling products in Ohio you may be required to obtain a Reseller's Permit from the appropriate Ohio state agency. If your Ohio Foreign LLC will be selling products in Ohio you will also be responsible for all applicable local and state of Ohio 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.
File the required reports for your Ohio Foreign LLC

The Ohio Annual Report includes basic information about your Ohio Foreign LLC including information on your business location as well as the names of the Officers and Directors.

Failure to submit a properly completed Ohio Annual Report to the Ohio Secretary of State on or before the due date may subject the Ohio Foreign LLC to being administratively dissolved in the state of Ohio or having its authority to transact business in the state of Ohio revoked by the Ohio Secretary of State.

Penalties may accrue if you fail to file any Ohio Foreign LLC Annual Report to the Ohio Secretary of State by the due date.
Keep proper records of your Ohio Foreign LLC on file

Keep the following records on file and available at the principal business office of your Ohio Foreign LLC:
- Names and addresses of all Members and Managers of the Ohio Foreign LLC
- Foreign LLC formation documents and any Amendments to them
- Ohio Foreign LLC Operating Agreement and any Amendments to them
- Copies of any LLC Resolutions which have been adopted by the Ohio Foreign LLC
- Copies of all tax returns and Annual Reports for the Ohio Foreign LLC for the last 3 years
Pay your taxes to the state of Ohio

Foreign LLCs that either do business in the state of Ohio or that derive income from sources within the state of Ohio are subject to Ohio and federal tax laws. If you are engaged in intrastate business and derive income from other states besides Ohio, you must allocate the amount of income derived from the state of Ohio in order to determine your Ohio state taxes.

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

The name of your new Ohio 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 Ohio (not a PO Box)
A description of the nature of the business you are planning to operate with the Ohio Foreign LLC
When the Ohio 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 Ohio 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 Ohio.

Processing times for new Ohio Foreign LLC applications vary depending on the work load of the Secretary of State's staff. We've found that normal processing of new Ohio Foreign LLC applications takes the state around 3-7 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 Ohio Foreign LLC.

PLEASE NOTE: WE CANNOT GUARANTEE OHIO SECRETARY OF STATE PROCESSING TIMES.

The Ohio 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 Ohio Secretary of State.

In our experience 3-7 business days is the time it usually takes the Ohio Secretary of State to process a new Ohio Foreign LLC application. We get your Ohio Foreign LLC application to the OH Secretary of State ASAP. Once it is at the state we have no control over the new Ohio Foreign LLC application process.

The state of Ohio charges $104.00 to Form a Foreign LLC in OH. If you choose All Business Documents to help you Form your Foreign LLC in Ohio our processing fees are $145.00. This includes:

Same day processing in of your new Ohio Foreign LLC order
OH Name Check and Reservation
Prepare Organization/Registration of Limited Liability Company
File Formation Documents with the Ohio Secretary of State
Certified Copies of Formation Documents
Ohio Foreign LLC Checklist
Priority Mail Delivery
Unlimited Customer Support