Foreign Qualification California

(PLUS california STATE FEES)

In this section we'll explain the requirements, where to register a foreign LLC or corporation, and fees regarding foreign qualification in California.  

Filing Requirements

If you've incorporated your company in any state other than California and you wish to "transact intrastate business" in California, you'll need to "foreign qualify" your company in California. California defines "transact intrastate business" as "entering into repeated and successive transactions of its business in this state [California], other than interstate or foreign commerce."

If you're "doing business" in California and your company is NOT registered/qualified, you risk having to pay back taxes and penalties to the State of California.

The California foreign qualification statute is very clear about when and why you need to "foreign qualify your business in California".

The form that needs to be completed and filed is called the "Statement and Designation by Foreign Association". For a foreign limited liability company (LLC), use form LLC-5. For a foreign corporation, use form S&DC-S/N. California requires the following pieces of information for a foreign qualification:

  • Name of company
  • State of Incorporation
  • Street address of principal executive office
  • Street address of principal office in the State of California
  • A designated agent in California for service of process (can be either a corporation or natural person)
  • Street address of agent for service of process (PO Box is NOT acceptable)
  • Signature of two officers of company

Documents required

  • The application to register. For LLCs, file form LLC-5. For corporations, use form S&DC-S/N.
  • Certificate of good standing from your home state where your company is incorporated (dated within the last 6 months)
  • Each year you'll be required to file a Statement of Information report with California. The fee is $25. If the Statement of Information report is not filed on time, a penalty fee of $250 is assessed.

Where to file

The completed qualification form can filed by mail or in person. By mail, send to California Secretary of State, PO Box 944260, Sacramento, CA 94244-2600. In person (drop off), Secretary of State, 1500 11th Street, Sacramento, California. The office is open from 8:00 a.m. to 4:30 p.m., Monday through Friday (excluding holidays).

Fees & Costs

California has a qualification filing fee of $100 for corporations and $70 for LLCs. If you drop off your form in person, you'll also have to pay a special handling fee of $15.

If paying by mail, you can make payment by check or money order. Make checks payable to:d CALIFORNIA SECRETARY OF STATE. If paying in person, you can pay by check, money order, cash, or credit card (Visa or Mastercard only).


You will receive one uncertified copy of your filed document for free. To receive a certified copy, there is an additional fee of $5.


Depending on the type of business you are operating, you may be subject to additional requirements. You can find out more information about foreign qualifications in the California corporations code.


We hope you found this page beneficial regarding an out of state LLC or corporation doing business in California. For a small processing fee plus state fees, you can have one of our expert Incorporation Specialists "foreign qualify" your company in California. If you have any questions, please do not hesitate to call us at 1-800-423-2993 or 302-996-5819. Thank you for your interest in Foreign Qualification in California.


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