What is a Connecticut foreign corporation? It's an INC that was formed in another state and registers in Connecticut to do business. Foreign qualification is the name given to the process of registering a foreign corporation in the state so that it can do business in Connecticut.

Foreign corporation requirements:

Name

Duration

Date

Jurisdiction

Officers/Directors

Registered Agent

Requirements to Register a Foreign Corporation in Connecticut

  • The corporation name where it was first created is on the Certificate of Authority application. The name has to match your Certificate of Legal Existence.
  • The place of original incorporation should be listed on the application.
  • Write the original incorporation date, the duration of the corporation, and the date the corporation began business in Connecticut.
  • Be sure to write the main corporation address and the mailing address of the company applying to do business in Connecticut.
  • The officer(s) information such as residence address and name have to be included in the application. The director(s) information also has to be included.
  • If you file without a registered agent, your application will be denied. Make sure to include your registered agent's name and address.

Steps to Filing a Foreign Corporation in Connecticut

Even if your name has been registered in your state or country, it doesn't mean it can be usable in Connecticut. If you've figured out the name of your corporation is used by another business, then you may use a fictitious name instead while in Connecticut. If you need more time, it would be ideal to do a name reservation as well.

  • Download the Certificate of Authority and fill it out.
  • Filling Party is the party responsible for filings and receiving confirmation of filing.
  • Corporation name in the place of original formation.
  • Fictitious name if there's one.
  • Check to see if you are going to be a non-stock or stock business.
  • Country or state of incorporation.
  • Incorporation date.
  • Duration.
  • Date you plan to begin doing business in Connecticut.
  • Main corporation address.
  • Mailing address of business.
  • Officer(s) name, business and residential address, and title.
  • Director(s) name, business and residential address, and title.
  • Appointment of registered agent if it's the Secretary of State or individual.
  • Business email address.
  • Execution date with name, signature, and signatory title.

Once the three pages are filed out, put them in an envelope with a check for $385 which covers the filing fee. Foreign entities also need a good standing certificate from their respective original area.

The documents have to be mailed to:

Commercial Recording Division

Connecticut Secretary of State

P.O. Box 150470, Hartford, CT 06115 or 30 Trinity Street, Hartford, CT 06106

What to do After Forming a Foreign Corporation in Connecticut

Get the required business licenses from the places where you plan to do business. A Connecticut foreign corporation has to do with limiting the personal liability of an owner and not with setting your business up with the government.

Make sure to file the necessary documents in the Connecticut Foreign Corporation; these include the Annual Report which has information on the officers and directors.

Keep your records of the process on file. The following files should be kept on file at the principle office of your foreign corporation:

  • Minutes of meetings between shareholders and directors.
  • Copies of corporate resolutions.
  • Copies of tax returns and annual reports for the last three years.
  • List of shareholders, and if they change keep records of former shareholders.
  • Corporate bylaws and any amendments.
  • Corporation formation documents and any amendments.
  • Director and officer name and addresses.

Foreign corporations that derive an income from Connecticut or do business there are subject to the state's tax laws. If you are in various states doing business, make sure to figure out the income made in Connecticut to pay taxes on it.

The Connecticut foreign corporation applications take about one to two business days, but about two to three days extra should be added for the documents to arrive in the mail. If you want your application processed in 24 hours you can pay an extra $150. The certified copy of your CT Articles of Incorporation is also included.

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