How to Start a Foreign LLC in Maine (Step-by-Step Guide)

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

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

Forming a Foreign LLC in Maine

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 Maine, 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 Maine) and wants to expand their operations in Maine can file their LLC as a foreign entity. To start a foreign LLC in Maine, you need to register it with the Maine Secretary of State. Every state has a different rule for establishing a foreign LLC. Here are the steps to follow in Maine for registering a foreign LLC.

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

Step 1: Get the Certificate of Existence From Home State

Before you proceed to register your LLC in Maine as a foreign entity, you must get the Certificate of Existence 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 Maine, then you must obtain the Certificate of Existence from Maine 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 Maine must get this document to register a foreign LLC in Maine.

Filing Certificate of Existence: In Maine, to get the Certificate of Existence, one must visit the Secretary of State portal. On the Maine SOS Forms and Certificates page you will find the form to apply for the Certificate of Existence.

Step 2: Choose Maine Foreign LLC Name

Obtain a name reservation certificate and submit it with your foreign qualification requirements to the Maine Secretary of State. Your LLC’s legal name outside of Maine will be listed on the application, along with the name it will use in Maine. 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 Maine to use. Check name availability at Maine’s business entity names and reserve your LLC name. There are a bunch of LLC naming guidelines in Maine when it comes to forming a foreign LLC. Check the guidelines before you name your business.

Step 3: Select Maine 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 Maine, you must have a registered agent from Maine only. No matter where your domestic LLC is located, you must hire a registered agent from Maine for your foreign LLC.

You’ll need a registered agent to form a foreign LLC in Maine and take note that the Maine Resident 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 Maine Foreign LLC

The most important step is to send the application for registration with Maine SOS. Download the PDF form from the Maine 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 Maine: two methods, by mail and in person.
- Online: There is no online filing available
- Offline: For filing offline, you must send the downloaded PDF form or drop it off in person at the Secretary of State, Division of Corporations, UCC, and Commissions, 101 State House Station, Augusta, ME 04333-0101
- DBA filing fee in Maine: $125 for Assumed Name filing and $40 for Fictitious Name filing
LLC’s principal office and mailing addresses
LLC formation state and date.
Registered agent’s name and address in Maine.
Date when your LLC will start operations in Maine.
Credit card information is on the last page of the form for the application fee.

Online Filing

Not Applicable

Offline Filling

In Maine, when you form a foreign LLC, you must submit a PDF form to the office. Download the Foreign LLC Registration Form and enter the required information related to your domestic LLC in another state. The form must be submitted to the SOS address at Secretary of State, Division of Corporations, UCC and Commissions, 101 State House Station, Augusta, ME 04333-0101.

Foreign LLC Registration Fee in Maine: In Maine, when you file a foreign LLC, it costs $250 as a processing fee. The fee must be paid using checks in the name of Secretary of State.

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

Step 5: Determine How Your Maine Foreign LLC is taxed

Foreign LLCs are also subjected to the Maine 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 Maine 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 Maine. However, it is recommended to check with the Maine 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 Maine Foreign LLC Online – Quick Recap

Get the Certificate of Existence from your home state where your LLC is originally registered
Check if the name of your LLC is available in Maine to use for your foreign LLC. If not, file DBA name with Maine SOS.
Get a registered agent in Maine to represent your foreign LLC in Maine. Recommended, professional help instead of being your own registered agent.
File the Application of Foreign LLC with the Maine 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 Maine with the FinCEN.

After Forming Maine Foreign LLC

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

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

FAQs

What are the steps to form a foreign LLC in Maine?

In order to form a foreign LLC in Maine, you will need to file a Certificate of Authority with the Maine Secretary of State.

What information is required on the Certificate of Authority for a foreign LLC in Maine?

The Certificate of Authority for a foreign LLC in Maine will need to include the name of the LLC, the state and date of formation, the principal office address, and the name and address of the LLC’s registered agent in Maine.

Is there a filing fee to form a foreign LLC in Maine?

Yes, there is a filing fee to form a foreign LLC in Maine. The fee can vary, so it is best to check with the Maine Secretary of State for the most up-to-date information.

Does a foreign LLC in Maine need to appoint a registered agent?

Yes, a foreign LLC in Maine is required to appoint a registered agent who has a physical address in Maine and is available during normal business hours to accept legal documents on behalf of the LLC.

Can I use a PO Box as the address for my foreign LLC’s registered agent in Maine?

No, a PO Box cannot be used as the address for a foreign LLC’s registered agent in Maine. The registered agent must have a physical address in the state.

How long does it take to form a foreign LLC in Maine?

The processing time for forming a foreign LLC in Maine can vary, but it typically takes around 7-10 business days for the Maine Secretary of State to process the Certificate of Authority.

Is an annual report required for a foreign LLC in Maine?

Yes, a foreign LLC in Maine is required to file an annual report with the Maine Secretary of State. The report is due every year by June 1st.

What is the cost of filing an annual report for a foreign LLC in Maine?

The cost of filing an annual report for a foreign LLC in Maine can vary, so it is best to check with the Maine Secretary of Sate for the most up-to-date information on fees.

Are there any annual taxes that a foreign LLC in Maine is required to pay?

Yes, a foreign LLC in Maine is required to pay an annual fee of $85 to the Maine Secretary of State for the privilege of doing business in the state.

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

Yes, you can change the name of your foreign LLC in Maine by filing an amendment with the Maine Secretary of State. The amendment must include the new name of the LLC and be accompanied by the appropriate filing fee.

What is a Certificate of Good Standing, and do I need one for my foreign LLC in Maine?

A Certificate of Good Standing is a document that confirms your foreign LLC is in compliance with all state requirements. While not always required in Maine, it may be requested by banks or other business partners to prove your LLC’s status.

Do I need to publish a notice of my foreign LLC’s formation in a newspaper in Maine?

No, there is no requirement to publish a notice of your foreign LLC’s formation in a Maine newspaper. This requirement does not apply to out-of-state entities.

Can I convert my foreign LLC to a domestic LLC in Maine?

Yes, you can convert your foreign LLC to a domestic LLC in Maine by following the appropriate conversion process outlined by the Maine Secretary of State.

Are there any ongoing compliance requirements for a foreign LLC in Maine?

Yes, in addition to filing an annual report and paying the annual fee to the Maine Secretary of State, foreign LLCs in Maine are also required to maintain a registered agent and keep their contact information up to date.

Can I use a professional registered agent service for my foreign LLC in Maine?

Yes, you can use a professional registered agent service for your foreign LLC in Maine. However, the service must have a physical address in the state and be available during normal business hours to accept legal documents on behalf of your LLC.

Does Maine have any specific regulations for foreign LLCs operating in certain industries?

Maine does not have any specific regulations that exclusively target foreign LLCs operating in certain industries. However, it is important to research any industry-specific regulations that may apply to your business in Maine.

What is the personal liability of LLC members in Maine?

LLC members in Maine have limited personal liability for the debts and obligations of the business. This means their personal assets are generally protected from any business-related liabilities.

Can I operate my foreign LLC in Maine while maintaining my home state registration?

Yes, you can operate your foreign LLC in Maine while maintaining your home state registration. This is a common practice for many businesses with operations in multiple states.

Will my foreign LLC need to apply for any local licenses or permits in Maine?

Depending on the nature of your business, your foreign LLC may be required to apply for local licenses or permits in Maine. It is important to research and comply with all applicable local regulations.

Are foreign LLCs taxed differently in Maine compared to domestic LLCs?

Foreign LLCs and domestic LLCs are subject to the same tax laws in Maine. Both are typically taxed as pass-through entities, meaning that profits are passed through to the members’ individual tax returns.

Can I dissolve my foreign LLC in Maine?

Yes, you can dissolve your foreign LLC in Maine by filing Articles of Dissolution with the Secretary of State. This will officially terminate your LLC’s existence in the state.

Can a foreign LLC in Maine conduct business transactions under a trade name?

Foreign LLCs are allowed to conduct business under a trade name in Maine, as long as the trade name is properly registered with the state as a d/b/a (doing business as).

What are the consequences of not complying with the regulations for foreign LLCs in Maine?

Failure to comply with the regulations for foreign LLCs in Maine could result in penalties, fines, or the revocation of your LLC’s authority to do business in the state.

Can I appoint a non-resident of Maine as the registered agent for my foreign LLC?

No, the registered agent for a foreign LLC in Maine must have a physical address in the state and be available during normal business hours.

Does a foreign LLC in Maine need to have an operating agreement?

While not required by law, it is strongly recommended that a foreign LLC in Maine have an operating agreement. This document outlines the ownership and operating procedures of the LLC.

Can a foreign LLC in Maine convert to a different entity type, such as a corporation?

Yes, a foreign LLC in Maine has the option to convert to a different entity type, such as a corporation, through the appropriate conversion process as outlined by the Secretary of State.

Can a foreign entity own a foreign LLC in Maine?

Yes, a foreign entity can own a foreign LLC in Maine. However, the foreign entity would need to appoint a registered agent who has a physical address in the state.

Can a foreign LLC in Maine open a bank account in the state?

Yes, a foreign LLC in Maine can open a bank account in the state as long as they have the necessary documentation, such as the Certificate of Authority and EIN.

What is a foreign LLC in the state of Maine?

A foreign LLC in Maine is a limited liability company that was formed in a state other than Maine but has decided to do business in Maine.

Do I need to register my foreign LLC in Maine?

Yes, if you want to do business in Maine with your foreign LLC, you must register with the Maine Secretary of State.

In Conclusion

Having a foreign LLC in Maine is nothing but expanding your business legally beyond the boundary of your domestic or home state. Starting a foreign LLC in Maine 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 Existence to hiring a registered agent in Maine, 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 Maine 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 Maine is a success.