What is a Foreign LLC in Arizona – Definition and Filing

If you have an LLC in Arizona and want to expand your business beyond Arizona, you must form a foreign LLC. Any business, especially a limited liability company, located in other states, starts its operation in Arizona, must file a foreign LLC in Arizona. To do so, every LLC needs to file additional filing documents, along with tax and relevant documents with the Arizona government.

In this article, you’ll be reading about how to start a foreign LLC in Arizona. Along with that, the page guides you through the steps involved in managing and maintaining a foreign LLC in Arizona after you form it.

Forming a Foreign LLC in Arizona

A foreign LLC does not need to be a company from another country but a business formed under the laws of another state. If you register your LLC in one state and operate your business in Arizona, you probably need to register your LLC as a foreign entity here. Imagine, if your family owns a sushi restaurant in Alabama and you want to expand the chain somewhere in Texas, you must establish your restaurant in Texas as a foreign entity.

Anyone who has an active and in good standing LLC anywhere (except for Arizona) and wants to expand their operations in Arizona can file their LLC as a foreign entity. To start a foreign LLC in Arizona, you need to register it with the Arizona Secretary of State. Every state has a different rule for establishing a foreign LLC. Here are the steps to follow in Arizona for registering a foreign LLC.

Note: These are generic steps to file a foreign LLC in Arizona. Make sure to check with the State Secretary of State, before you start filing your business. – LLCBuddy Team

Step 1: Get the Certificate of Good Standing From Home State

Before you proceed to register your LLC in Arizona as a foreign entity, you must get the Certificate of Good Standing issued from your home state SOS. This is an important document to register an LLC in a foreign state.

If your LLC is originally registered in Arizona, then you must obtain the Certificate of Good Standing from Arizona Secretary of State. If your LLC is in other states, the name of the same document might be different. Every LLC, registered in any state other than Arizona must get this document to register a foreign LLC in Arizona.

Filing Certificate of Good Standing: In Arizona, LLCs can request a Certificate of Good Standing in two ways, online by Login to eCorp Site. You must sign up to send a request form online or you can download and send the Record Request Form by mail or fax. It takes 15 working days to process the request.

Step 2: Choose Arizona Foreign LLC Name

Obtain a name reservation certificate and submit it with your foreign qualification requirements to the Arizona Secretary of State. Your LLC’s legal name outside of Arizona will be listed on the application, along with the name it will use in Arizona. Take note of the requirements for naming your LLC.

You can use the same name as your domestic LLC name, however, that name should be available in Arizona to use. Check name availability at Arizona’s business entity names and reserve your LLC name. There are a bunch of LLC naming guidelines in Arizona when it comes to forming a foreign LLC. Check the guidelines before you name your business.

Step 3: Select Arizona Foreign LLC Registered Agent

A registered agent is a person responsible for receiving all official and legal documents on behalf of your company, whether it is located domestically or in a foreign state. For a foreign LLC in Arizona, you must have a registered agent from Arizona only. No matter where your domestic LLC is located, you must hire a registered agent from Arizona for your foreign LLC.

You’ll need a registered agent to form a foreign LLC in Arizona and take note that the Arizona Statutory Agent must have a local address. Here are the best LLC services on our list that will provide you with registered agents to ease your worries:

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Step 4: File Application for Registration for Arizona Foreign LLC

The most important step is to send the application for registration with Arizona SOS. Download the PDF form from the Arizona Secretary of State website or file it online (whichever method is available). The form must be filled out with the following details:

LLC’s full legal name.
A fictitious name or a DBA (only if your LLC’s legal name is not available); Attach a statement of adoption of the fictitious name signed by all LLC members.
- DBA filing method in Arizona: several methods. Check Arizona Trade Name Handbook for more details.
- Online: For online filing, check the https://apps.azsos.gov/apps/tntp/index.html for the forms
- Offline: Check Arizona Trade Name Handbook for details.
- DBA filing fee in Arizona: $10 for filing and $3 for each duplicate copy.
LLC’s principal office and mailing addresses
LLC formation state and date.
Registered agent’s name and address in Arizona.
Date when your LLC will start operations in Arizona.
Credit card information is on the last page of the form for the application fee.

Online Filing

Not Applicable

Offline Filling

For the offline filing, in Arizona, one must download the Foreign LLC Registration Form. Get the PDF form, and type it with all the mandatory details. The form must be mailed or submitted physically to the SOS address: Arizona Corporation Commission, Corporate Filings Section, 1300 W. Washington St., Phoenix, AZ 85007.

Foreign LLC Registration Fee in Arizona: In Arizona, to register a foreign LLC, you must pay $150 as a processing fee. The fee is required to be paid by checks in case of mail or in-person filing. Make the payment at the time of submitting the offline paper form.

The LLC cost in Arizona, even for foreign LLCs will differ between online filing and by mail. Also, read about what’s the major difference between Arizona’s domestic and foreign LLCs.

Step 5: Determine How Your Arizona Foreign LLC is taxed

Foreign LLCs are also subjected to the Arizona Business Privilege Tax and must file LLC annual reports each year. If you have a single-member foreign LLC then it will be considered as a ‘disregarded LLC’ by IRS. That means the LLC will not be regarded as a company but it will be taxed as an individual (the owner). If you already have an LLC in the home state, you must have obtained the EIN as well. You don’t need to obtain the EIN in Arizona for a foreign LLC separately as it is issued from the IRS.

For other types of LLCs (member-managed or manager-managed LLCs), it will be a ‘pass-through taxation‘ where the LLCs don’t get taxed separately, instead, the members and managers are taxed based on their personal income. So, foreign LLCs are taxed as same as domestic LLCs in Arizona. However, it is recommended to check with the Arizona Secretary of State for state-wise taxes.

Note that forming a foreign LLC would be good for your business as you can legally operate in a different state thus reaching a larger market and opening more opportunities for higher profit.

Filing Arizona Foreign LLC Online – Quick Recap

Get the Certificate of Good Standing from your home state where your LLC is originally registered
Check if the name of your LLC is available in Arizona to use for your foreign LLC. If not, file DBA name with Arizona SOS.
Get a registered agent in Arizona to represent your foreign LLC in Arizona. Recommended, professional help instead of being your own registered agent.
File the Application of Foreign LLC with the Arizona Secretary of State following the mentioned method(s) above.
Make the processing fee.

BOI Reporting

According to the Corporate Transparency Act, every LLC (or business) has to send a BOI reporting to the Financial Crimes Enforcement Network (FinCEN). Once you establish an LLC and if it is enlisted under the list of reporting companies, you must file your BOI report in Arizona with the FinCEN.

After Forming Arizona Foreign LLC

Here are added things you need to accomplish after forming your Arizona Foreign LLC

Obtain Business Licenses. Find the business licenses you’ll need using the Business License Search. You can contact the license office at Arizona Department of Revenue.
File LLC annual reports and Business Privilege Tax. You must file an Annual Report before the stipulated time frame after forming your LLC in Arizona. Here’s everything about Arizona LLC Annual Reports.
Pay State Taxes like sales tax; you’ll need an EIN for your LLC.

FAQs

What is the process for forming a foreign LLC in Arizona?

To form a foreign LLC in Arizona, you must file an application for registration with the Arizona Corporation Commission.

Do I need a registered agent in Arizona for my foreign LLC?

Yes, you are required to have a registered agent in Arizona for your foreign LLC who can accept legal documents on behalf of the business.

How much does it cost to form a foreign LLC in Arizona?

The filing fee for registering a foreign LLC in Arizona is $150.

Can I reserve a name for my foreign LLC in Arizona?

Yes, you can reserve a name for your foreign LLC in Arizona by filing an application along with a $45 fee.

How long does it take to process the registration of a foreign LLC in Arizona?

The processing time for registering a foreign LLC in Arizona may vary, but typically it takes 5-7 business days.

What documents do I need to submit to form a foreign LLC in Arizona?

You will need to submit a completed application for registration, a Certificate of Good Standing from your home state, and the filing fee.

Do I need to publish a notice of my foreign LLC formation in Arizona?

No, there is no requirement to publish a notice of foreign LLC formation in Arizona.

Are there any annual reporting requirements for foreign LLCs in Arizona?

Yes, foreign LLCs are required to file an annual report with the Arizona Corporation Commission and pay a $60 filing fee.

Can I convert my existing foreign corporation into a foreign LLC in Arizona?

Yes, you can convert your existing foreign corporation into a foreign LLC in Arizona by filing a Conversion Application with the Arizona Corporation Commission.

What taxes do foreign LLCs need to pay in Arizona?

Foreign LLCs operating in Arizona may be subject to state income tax, sales tax, and other local taxes.

Can a non-US resident form a foreign LLC in Arizona?

Yes, non-US residents can form foreign LLCs in Arizona as long as they have a registered agent with a physical address in the state.

Do foreign LLCs in Arizona need to obtain a state business license?

Yes, foreign LLCs may be required to obtain a state business license in Arizona depending on the nature of their business activities.

How can I dissolve a foreign LLC in Arizona?

You can dissolve a foreign LLC in Arizona by filing Articles of Dissolution with the Arizona Corporation Commission and paying the required fee.

Can I change the name of my foreign LLC in Arizona?

Yes, you can change the name of your foreign LLC in Arizona by filing an amendment to the registration application and paying a fee.

Are foreign LLCs in Arizona required to maintain a registered office and agent at all times?

Yes, foreign LLCs in Arizona must maintain a registered office and agent for service of process in the state at all times.

Can I form a series LLC as a foreign entity in Arizona?

Yes, foreign entities can form a series LLC in Arizona by including specific language in their organizational documents.

Are foreign LLCs in Arizona required to maintain any particular records or documents?

Foreign LLCs in Arizona are required to maintain records such as the Articles of Organization, operating agreements, financial reports, and tax filings.

Can a foreign LLC in Arizona operate in multiple states?

Yes, a foreign LLC in Arizona can operate in multiple states as long as it complies with the registration and licensing requirements of each state.

Are there any restrictions on foreign ownership of an LLC in Arizona?

There are no specific restrictions on foreign ownership of an LLC in Arizona, but foreign owners must comply with all state laws and regulations.

Can a foreign LLC in Arizona change its principal place of business to another state?

Yes, a foreign LLC in Arizona can change its principal place of business to another state by filing an amendment to the registration application with the Arizona Corporation Commission.

What are the penalties for not complying with Arizona’s foreign LLC registration requirements?

Failure to comply with Arizona’s foreign LLC registration requirements may result in fines, penalties, and potential suspension or revocation of the LLC’s authority to do business in the state.

Can a foreign LLC in Arizona be sued in a court outside of Arizona?

Yes, a foreign LLC in Arizona can be sued in a court outside of Arizona if the LLC has sufficient contacts with that state to establish jurisdiction.

Are foreign LLCs in Arizona required to have a business bank account in the state?

Foreign LLCs in Arizona are not required to have a business bank account in the state, but it is recommended for tax and liability purposes.

Can a foreign LLC in Arizona hold real estate in the state?

Yes, a foreign LLC in Arizona can hold real estate in the state, but it must comply with all state laws and regulations governing real estate ownership by foreign entities.

Does a foreign LLC in Arizona need to obtain a federal Employer Identification Number (EIN)?

Yes, a foreign LLC in Arizona must obtain a federal EIN from the Internal Revenue Service if it has employees, withholds taxes, or meets certain IRS requirements.

Can a foreign LLC in Arizona be converted into a domestic LLC in the state?

Yes, a foreign LLC in Arizona can be converted into a domestic LLC in the state by filing an application for conversion with the Arizona Corporation Commission.

Can a foreign LLC in Arizona enter into contracts and agreements with in-state businesses?

Yes, a foreign LLC in Arizona can enter into contracts and agreements with in-state businesses as long as it complies with all state laws and regulations.

Is there a limit on the number of owners a foreign LLC can have in Arizona?

There is no limit on the number of owners a foreign LLC can have in Arizona, but it must have at least one member or owner.

What is an LLC in Arizona?

An LLC in Arizona is a limited liability company registered in the state of Arizona and provides liability protection for its owners.

Do I need a physical address in Arizona to form an LLC?

Yes, you are required to have a physical street address in Arizona to form an LLC.

In Conclusion

Having a foreign LLC in Arizona is nothing but expanding your business legally beyond the boundary of your domestic or home state. Starting a foreign LLC in Arizona does not require a lot of documentation or tasks. However, it is always good to seek help from a professional when it comes to running your business. From getting the Certificate of Good Standing to hiring a registered agent in Arizona, a professional or attorney can always be a perfect help. ZenBusiness is one of the most accurate and user-friendly services that offer a bunch of LLC formation services. They offer LLC formation for $0 (excluding the state formation fee).

The cost of registering a foreign LLC in Arizona can vary depending on a range of factors. While the initial registration fees and ongoing expenses can be a significant investment, many companies find that the benefits of establishing a presence in the state outweigh the costs. By carefully considering the expenses involved and budgeting accordingly, companies can ensure that their foreign LLC in Arizona is a success.