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

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

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

Forming a Foreign LLC in Maryland

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

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

Step 1: Get the Certificate of Status From Home State

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

Filing Certificate of Status: To obtain the Certificate of Status for Maryland LLC, you must order the document online. On the Maryland SOS Search Business page, you must enter your business name to find the details. Once the details are shown on the page, you can apply for the Certificate of Status by clicking on the “Order Documents” tab on the bottom right of the page.

Step 2: Choose Maryland Foreign LLC Name

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

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

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

The most important step is to send the application for registration with Maryland SOS. Download the PDF form from the Maryland 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 Maryland: three methods, online, by mail, and in person filing.
- Online: For online filing, check the Maryland Business Express Website. There, look for the “Fictitious Names” section. You will get the registration form.
- Offline: For filing offline, you must send the downloaded PDF form or drop it off in person at the Charter Division, Department of Assessments and Taxation, 301 W. Preston Street, Room 801, Baltimore, MD 21201
- DBA filing fee in Maryland: $25 Filing Fee and $50 Expedited Fee
LLC’s principal office and mailing addresses
LLC formation state and date.
Registered agent’s name and address in Maryland.
Date when your LLC will start operations in Maryland.
Credit card information is on the last page of the form for the application fee.

Online Filing

If you’re filing a foreign LLC in Maryland, you must Sign in to SOS portal. If you are new to the portal, create an account with your name and official email. Once you are registered to the portal, explore your dashboard. Look for the LLC formation as a foreign entity. You will get the form to register a foreign LLC in Maryland. Get the form, fill it up, and submit it along with the fee.

Offline Filling

For offline filing of a foreign LLC in Maryland, you need the PDF registration form. Download the Foreign LLC Registration Form, fill it up with the relevant and correct information about your LLC. The form must be either typed or printed before submitting it. The paper form must be sent by mail or in person drop at the address: CoState Department of Assessments and Taxation, Charter Division 301 W. Preston Street; 8th Floor, Baltimore, MD 21201-2395.

Foreign LLC Registration Fee in Maryland: The filing cost for a foreign LLC in Maryland is $100. This is a processing fee to be paid to the SOS at the time of submitting the registration form.

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

Step 5: Determine How Your Maryland Foreign LLC is taxed

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

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

After Forming Maryland Foreign LLC

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

Obtain Business Licenses. Find the business licenses you’ll need using the Business License Search. You can contact the license office at Maryland Department of Assessments and Taxation.
File LLC annual reports and Business Privilege Tax. You must file an Annual Report before the stipulated time frame after forming your LLC in Maryland. Here’s everything about Maryland 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 Maryland?

To form a foreign LLC in Maryland, you need to file an Application for Registration and pay the associated fees.

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

Yes, you need to appoint a registered agent in Maryland for your foreign LLC to receive legal documents and official correspondence.

How long does it take to register a foreign LLC in Maryland?

The processing time for registering a foreign LLC in Maryland can vary, but it typically takes a few weeks to complete.

What are the annual fees for a foreign LLC in Maryland?

The annual fees for a foreign LLC in Maryland depend on the type of business and the specific circumstances, so it’s best to check with the Maryland Department of Assessments and Taxation.

Are foreign LLCs taxed in Maryland?

Foreign LLCs in Maryland are subject to certain taxes, such as the corporate income tax or the franchise tax, depending on their specific business activities.

Can a foreign LLC operate in Maryland without registering?

No, foreign LLCs must register with the Maryland Department of Assessments and Taxation before conducting business in the state.

What is the difference between a domestic LLC and a foreign LLC in Maryland?

A domestic LLC is formed in Maryland, while a foreign LLC is formed in another state but wants to do business in Maryland.

Can I convert my foreign LLC into a domestic LLC in Maryland?

Yes, you can convert your foreign LLC into a domestic LLC in Maryland by filing appropriate paperwork with the state.

Do I need to file annual reports for my foreign LLC in Maryland?

Yes, foreign LLCs in Maryland must file annual reports to keep their registration active and in compliance with state regulations.

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

Yes, you can change the name of your foreign LLC in Maryland by filing the necessary paperwork with the state and paying the associated fees.

Are foreign LLCs required to have a physical office in Maryland?

Foreign LLCs in Maryland are required to have a registered office where legal documents and official correspondence can be sent, but it does not necessarily need to be a physical office.

Can I dissolve my foreign LLC in Maryland?

Yes, you can dissolve your foreign LLC in Maryland by filing the necessary paperwork with the state and paying any outstanding fees or taxes.

What are the reporting requirements for foreign LLCs in Maryland?

Foreign LLCs in Maryland must report any changes to their business structure, registered agent, or contact information to the Maryland Department of Assessments and Taxation.

Are foreign LLCs in Maryland subject to state regulations?

Yes, foreign LLCs in Maryland are subject to state regulations and must comply with all relevant laws, rules, and regulations governing business activities in the state.

How can I check the availability of my foreign LLC name in Maryland?

You can check the availability of your foreign LLC name in Maryland by searching the Maryland Department of Assessments and Taxation website or contacting the office directly.

Can a foreign LLC be sued in Maryland?

Yes, foreign LLCs can be sued in Maryland if they conduct business in the state and are subject to the jurisdiction of Maryland courts.

What types of businesses can form a foreign LLC in Maryland?

Any business entity formed outside of Maryland, such as a corporation, partnership, or LLC, can register as a foreign LLC in Maryland to do business in the state.

Do foreign LLCs in Maryland need to obtain a tax identification number?

Yes, foreign LLCs in Maryland need to obtain a tax identification number, also known as an EIN, from the Internal Revenue Service for tax reporting purposes.

Can I register a foreign LLC online in Maryland?

Yes, you can register a foreign LLC online in Maryland through the Maryland Department of Assessments and Taxation website by completing the necessary forms and paying the required fees.

Are foreign LLCs in Maryland required to appoint officers?

Foreign LLCs in Maryland are not required to appoint officers, but they must appoint a registered agent and maintain compliance with state regulations and reporting requirements.

How do I maintain compliance for my foreign LLC in Maryland?

To maintain compliance for your foreign LLC in Maryland, you must file annual reports, pay any required fees and taxes, and adhere to state regulations governing foreign business entities.

Can I convert my foreign LLC into a different business entity in Maryland?

Yes, you can convert your foreign LLC into a different business entity in Maryland by filing the necessary paperwork with the state and meeting all requirements for the new entity type.

How can I obtain a certificate of good standing for my foreign LLC in Maryland?

You can request a certificate of good standing for your foreign LLC in Maryland from the Maryland Department of Assessments and Taxation to demonstrate compliance and good standing with state regulations.

Are foreign LLCs in Maryland required to maintain a physical presence in the state?

While foreign LLCs in Maryland must have a registered agent and a designated office for legal correspondence, they are not required to maintain a physical presence in the state for business operations.

Can foreign LLCs in Maryland apply for business licenses and permits?

Foreign LLCs in Maryland can apply for business licenses and permits to conduct specific types of business activities, depending on the nature of their operations and industry requirements.

What is the difference between a trade name and a legal name for a foreign LLC in Maryland?

A trade name, also known as a “doing business as” (DBA) name, is a secondary name that a foreign LLC can use in addition to its legal name when conducting business in Maryland.

How can I amend the articles of organization for my foreign LLC in Maryland?

You can amend the articles of organization for your foreign LLC in Maryland by filing a Certificate of Amendment with the Maryland Department of Assessments and Taxation and paying the associated fees.

Can foreign LLCs in Maryland open bank accounts and sign contracts?

Yes, foreign LLCs in Maryland can open bank accounts, sign contracts, and engage in business transactions, as long as they comply with state regulations and have the necessary authority to do so.

What are the penalties for failing to comply with Maryland’s foreign LLC registration requirements?

Failure to comply with Maryland’s foreign LLC registration requirements can result in fines, penalties, and legal consequences, such as loss of good standing or the inability to conduct business in the state.

Can a foreign LLC expand its operations to Maryland?

Yes, a foreign LLC can expand its operations to Maryland by registering as a foreign LLC with the state.

In Conclusion

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