HOW TO FORM AN OHIO FOREIGN LLC ONLINE
What is an 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.
What is Ohio Foreign LLC Foreign Qualification?
explain
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.
Do I need a lawyer to Form a Foreign LLC in Ohio?
explain
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.
Do I have to Reserve a Company Name before I Form a Foreign LLC in OH?
explain
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.
What if the Ohio Foreign LLC Name I want is already taken?
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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.
What do I have to do to Form a Foreign LLC in Ohio?
explain
- 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.
What do I have to do to after I Form an Ohio Foreign LLC?
explain
- 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.
What information do I need in order to Form a Foreign LLC in Ohio?
explain
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.
How long does it take to Form a Foreign LLC in Ohio?
explain
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.
How much does it cost to Form a Foreign LLC in Ohio?
explain
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
OHIO FOREIGN QUALIFICATION COST ESTIMATOR
Our OH Foreign Qualfication Services include:
(These services are included in our processing fees)
Optional Ohio Foreign Qualification Services
(Choose options, cost is updated automatically)
-
Expedited Service
explain
Normal processing time for a new Ohio Foreign LLC is 3-7 business days.
There are two expedited processing options available for new Ohio Foreign LLC filings.
- $325 - We can submit your filing to the Ohio Secretary of State for guaranteed 2 business day approval
- $425 - We can submit your filing to the Ohio Secretary of State for guaranteed 1 business day approval
The expedited fee is in addition to the regular Ohio Foreign LLC filing fees and includes all state expedited fees as well as our expedited processing and shipping fees.
Expedited times are the times which the Ohio Secretary of State takes to review a new Foreign LLC application.
We can submit your new Ohio Foreign LLC filing to the OH Secretary of State on the same day that we get your signed documents.
If we receive your documents before 9 AM Ohio time we can get them to the Ohio Secretary of State before their noon expedited processing deadline for that day,
This is the time by which the Ohio Secretary of State will either approve or deny the Foreign LLC application.
Ohio Foreign LLC applications must be received by the Secretary of State before noon Ohio time for the process to start that day.
Another way to expedite your order is to choose the Express Mail option.
The Express Mail option can cut document delivery times in half.
-
- Express Mail - $35
explain
If you really need your original approved Organization/Registration of Limited Liability Company in your hands quickly, the
Express Mail option can cut the delivery time in half.
The Express Mail option has no effect on the Ohio Secretary of State's processing time. For the quickest turn-around time also choose the Expedited Service option.
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S Corporation Election - $50
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S Corporations are taxed differently than C Corporations.
With an S Corporation, business profits may be "passed through" directly to the shareholders.
This avoids the double tax on both corporate and shareholder profits.
S Corporations do not pay any Ohio Corporate Income Tax.
We can prepare the S Corporation Election form for you and include it with your final Foreign LLC documents pakage.
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OH Registered Agent - $135
explain
Every Ohio Foreign LLC is required to have an address within the state of Ohio where
official and legal correspondence can be delivered.
The individual or company that is registered with the state of Ohio to receive all correspondence
on behalf of the Foreign LLC is called a Registered Agent.
You may act as your own Registered Agent, however, many Foreign LLCs hire a Registered Agent because they don't have a physical address within
Ohio or to provide a distinct level of privacy.
We can act as your Ohio Foreign LLC Registered Agent.
This is an annual service.
We will forward all correspondence to you and will remind you when it is time to renew your OH Registered Agent services.
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OH Good Standing Certificate - $38
explain
An Ohio Good Standing Certficate is proof of the existence of your new Ohio Foreign LLC.
The Certificate is issued by the Ohio Secretary of State and is proof that your OH Foreign LLC is not behind on any
of its Ohio Secretary of State Corporate obligations.
An Ohio Good Standing Certificate is often required for loans, to apply for business licenses, or for tax or other business purposes
in the state of Ohio or in any other state.
We can get your Ohio Good Standing Certificate immediately after the Ohio Secretary of State has approved your Foreign LLC filing.
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Federal EIN - $65
explain
An FEIN is like a Social Security Number for your Ohio Foreign LLC.
We can get your FEIN on the same day that your Organization/Registration of Limited Liability Company are approved by the Ohio Secretary of State.
You can get your FEIN before your articles are approved by the Ohio Secretary of State but it's a good idea to wait until
after approval.
Your filing may be rejected or the Foreign LLC name that you want may not be approved.
Changing information on an FEIN filing is not a trivial exercise with the IRS.
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Foreign LLC Kit and Seal - $99
explain
While you're not required to have a Foreign LLC Kit and Seal for your new Ohio Foreign LLC they do come in handy.
The OH Foreign LLC Kit consists of a beautiful customized binder, stock certificates, a stock ledger
and your custom Foreign LLC Seal.
The Foreign LLC Seal is used to emboss important company documents, such as stock certificates.
The binder also includes dividers so you can use it for all of your Ohio Foreign LLC record keeping.
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Business License Research - $175
explain
Most new Ohio Foreign LLCs are required to get some kind of state, regional or local permits or business licenses.
The task to figure out exactly what you need can be daunting.
We can determine exactly which forms you need to fill out, fill them out for you and file the forms with the appropriate government agency
where possible.