Delaware Foreign Corporation

If you own a corporation headquartered in another state, you’ll need to obtain a Delaware Qualification Certificate from the Delaware Division of Corporations. To do this, you’ll first need to submit paperwork to the state. If your paperwork checks out, you’ll receive a Certificate of Authority.

If you’d rather not do it yourself, you can hire us to register your Delaware Foreign Corporation for you.

How to Register a Foreign Corporation in Delaware

Here are the steps to getting your Delaware foreign corporation registered in The First State.

Step 1: Check the Name

First, you need to check if your business name is available for use in Delaware. Run a Delaware business name search to find out. If a business is already using your name in Delaware, you’ll need to apply for a DBA.

Step 2: Obtain Certificate of Existence

You’ll need to get a Certificate of Existence from the state where you first formed your corporation. Some other states call it a Certificate of Good Standing or even just a Standing Certificate. You’ll obtain the certificate from your Secretary of State’s office, Division of Corporations, or another similarly named office. The certificate must be dated within six months of the date you file as a foreign corporation, so make sure you don’t obtain one too early in the process.

A certificate of existence is confirmation that your business is in good standing in your home state. Delaware and other states want to make sure you don’t have any outstanding debts or violations on your record before they let you establish a business presence in another jurisdiction.

Step 3: Find a Delaware Registered Agent

You need a registered agent, aka someone who accepts legal mail on your behalf and forwards it to you promptly for every state where you operate. That includes states where you operate as a foreign corporation.

If you hire us as your Delaware registered agent, you get stability and privacy. For $50 a year, you’ll get access to a secure online account where you can view, store and download your documents, plus real-time notifications when there’s a new document ready for viewing. And when we say $50 a year, we don’t mean $50 this year and $150 next year the way some companies do. We mean $50 every year you choose to use your registered agent service.

Step 4: Fill Out the Foreign Corporation Qualification Certificate

Once you verify your business name and secure a Certificate of Existence, it’s time to fill out the Delaware Foreign Corporation Qualification Certificate. You’ll need to list information like your company name, the state or jurisdiction where it was originally formed, and your Delaware registered agent. You’ll also need to include the $245 state fee for the Foreign Qualification Certificate.

You must also include something called a filing cover memo with your filing. The state has instructions for how to include a cover memo based on the filing method you choose.

Step 5: Get Your Qualification Papers and a Business License

Once Delaware approves your paperwork, you’ll receive a Foreign Certificate of Qualification. You can also get certified copies for $50 each.

But you’re not quite done yet. In most cases, you’ll need to apply for a Delaware business license before you can really get operations up and running in the state.

Start Doing Business in Delaware

Don’t like the idea of doing it yourself? At Delaware Registered Agent Service, we can do the work for you, including getting a Certificate of Existence from your home state.

Frequently Asked Questions

How do I file my foreign qualification certificate?

You can send it by mail with payment to the following address:

Can I expedite my Delaware foreign registration filing?

Yes, you can pay an additional $50 to have your certificate processed within 24 hours. If you’re really in a hurry, you can pay an additional $100 to have your certificate processed on the same business day.

And for those who absolutely, positively don’t have any extra time to wait, Delaware offers two-hour filing for an additional $500 and one-hour filing for an extra $1,000.

What is considered doing business in Delaware?

Delaware state statutes have a vague definition of doing business, but in general, if you’re engaging in for-profit business activity, you’re definitely doing business in Delaware. Things like having employees or a physical presence in the state also count.

How do I amend a foreign corporation in Delaware?

To amend your Delaware foreign corporation, you must file a Certificate of Foreign Corporation Amendment and pay a filing fee. The filing fee is $100 to change the corporation’s name and $50 to change anything else.