New York Certificate of Authority - Foreign New York Corporation (2024)

A New York foreign corporation is a company that does business in New York, but was incorporated in another state or jurisdiction. To do business in New York as a foreign corporation, you’ll need to file an Application for Authority with New York’s Department of State, Division of Corporations. You can submit this document by mail, by fax, or in person. The Application for Authority for a foreign New York corporation costs $225 to file.

The guide below shows you how to register your foreign corporation in New York. Don’t feel like handling extra paperwork? Hire Northwest, and we’ll file for you.

How to Register as a Foreign Corporation
in New York

Doing business as a foreign corporation in New York means your business was originally formed outside of the state, but now does business in New York. The process to register an out-of-state business in New York is called foreign qualification.

The good news? You’ve already registered your corporation in its home state, which means you won’t need to get an EIN, draw up corporate bylaws or elect a corporate board. But you will have to file an application to do business in the state, as well as file an annual report, and pay all required state taxes and fees.

Here’s how to successfully register a foreign corporation in New York.

Your first order of business is to make sure your corporate name is available for use in New York. Use our free business name search to research your business name. Don’t forget, your corporation’s name must also comply with New York’s naming regulations as outlined in NY Bus Corp L § 301.

Interested in expanding your business to more states? It might be time to consider a federal trademark.

New York law says that any corporation that does business in the state must appoint a registered agent. Your New York registered agent must have a physical address in the state (not a PO Box) and be available during business hours (9am to 5pm) to accept official official mail and get it to you quickly.

Northwest has offices in every state (including DC and Puerto Rico), which means as your business grows, we can grow with you. We also offer bulk discounts once you hit five registered agent services.

Your business identity (website, phone number, email address, etc…) matters because it shapes how potential clients and customers view your business. If you’re not sure how to start building your business identity, Northwest can help!

When you hire us as your registered agent or to register your corporation as a foreign corporation in New York, we’ll hook you up with a domain name, custom website, a local phone number, and up to ten business email addresses, all free for 90 days (your domain is free for the first year!).

To officially register your foreign corporation in New York, you’ll need to fill out and submit an Application for Authority, and pay the $225 filing fee. Processing for all types of filings can take up to 3 weeks. If you’re in a hurry, pay $25 for 24-hour processing, $75 for same-day processing, and $150 for 2-hour processing.

Here’s the information you’ll need to successfully fill out the application:

• Name of corporation
• Jurisdiction and date where corporation was originally formed
• County in New York where corporation will be located
• Registered agent name and address where official mail will be sent
• Name, signature, and address of person filing application

Note: You’ll also need to check one of two boxes on the application. One box affirms that your corporation has conducted no business in New York. The other box confirms that your corporation has engaged in business in the state and will attach a New York Tax Commission consent form.

Now that you’ve foreign qualified your corporation, you’ll need to be aware of state filings and taxes.

Corporate Franchise Tax: Instead of a standard corporate net income tax, New York has a corporate franchise tax. Your tax base is one of the following (whichever yields the highest tax liability):

• business income (6.5%)
• business capital (0.025%)
• fixed dollar minimum of NY receipts (for example, $25 for up to $100K in receipts and $75 for $100,001-250,000).

New York Biennial Report: The New York Biennial Report is an every other year filing that updates the state on your corporation’s basic information. The filing fee is $9. If you forget to file (which is easy to do since the report is only due every other year), your business status will be changed to “delinquent.” The report is due every other year on your anniversary month (the date your corporation foreign qualified in New York).

Not every business owner has the time to organize and file a bunch of paperwork. That’s where we come in! At Northwest, our foreign qualification package is just $225 + state fees.

Here’s what you get:

• Foreign Registration. We’ll file your paperwork and let you know when it’s approved.
• Registered Agent Service. We’ll be your New York registered agent. Our name and address will go on all foreign qualification documents allowable, keeping your private information under wraps!
• Building Your Business Identity. Get a custom website, domain name, a professional business email address, top-notch phone service, and mail forwarding, free for 90 days.
• Annual Report Reminders. We’ll send you a reminder about your New York annual report 90 days before it’s due, and you can have us file for you ($100), or you can file on your own.

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