What is a Foreign LLC in Wisconsin – Definition and Filing


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

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

Forming a Foreign LLC in Wisconsin

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

Note: These are generic steps to file a foreign LLC in Wisconsin. 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

llc formation document

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

Filing Certificate of Status: In Wisconsin, you can obtain the Certificate of Status via online application. Visit the portal and order your document after making the required fee payment on the site.

Step 2: Choose Wisconsin Foreign LLC Name

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

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

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

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

filing foreign llc
  • 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 Wisconsin: two methods, by mail and in person.
    • Online: There is no online filing available
    • Offline: For filing offline in Wisconsin, you must send the accomplished DBA filing form to the Wisconsin Department of Financial Institutions, P.O. Box 7847, Madison, WI 53707-7847 or drop it off in person at 4822 Madison Yards Way, North Tower, Madison, WI 53705.
    • DBA filing fee in Wisconsin: $15
  • LLC’s principal office and mailing addresses
  • LLC formation state and date.
  • Registered agent’s name and address in Wisconsin.
  • Date when your LLC will start operations in Wisconsin.
  • Credit card information is on the last page of the form for the application fee.

Online Filing

Filing a Wisconsin foreign LLC is easier as there is an Online Foreign LLC Registration form is available. All you have to do is fill up the form with the correct information and submit it online. You might have to submit other supportive documents along with the foreign LLC form. Make sure to get those documents before submitting the foreign LLC form. Make online payments using credit or debit cards to pay the required filing fees.

Offline Filling

When you form a foreign LLC in Wisconsin following offline mode, you typically need to fill up a PDF downloadable form. The offline Foreign LLC Registration Form must be typed or printed. If handwritten is available, make sure to use dark-colored ink like black or dark blue. Once it is filled up, send the form to the Secretary of State’s office by mail or if required, in person by visiting the office at the State of WI – Dept. of Financial Institutions, P.O. Box 93348, Milwaukee, WI 53293.

Foreign LLC Registration Fee in Wisconsin: A foreign LLC in Wisconsin costs $100. This is a registration fee and no additional fees are charged for both online and offline filing. The fee is collected by the SOS either in Checks (payable to the SOS), or by cards (for online filing). In some cases, SOS accepts money orders and cash on the counter. Check with the state before you make the payment.

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

Step 5: Determine How Your Wisconsin Foreign LLC is taxed

llc tax

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

  1. Get the Certificate of Status from your home state where your LLC is originally registered
  2. Check if the name of your LLC is available in Wisconsin to use for your foreign LLC. If not, file DBA name with Wisconsin SOS.
  3. Get a registered agent in Wisconsin to represent your foreign LLC in Wisconsin. Recommended, professional help instead of being your own registered agent.
  4. File the Application of Foreign LLC with the Wisconsin Secretary of State following the mentioned method(s) above.
  5. 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 Wisconsin with the FinCEN.

After Forming Wisconsin Foreign LLC

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

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

FAQs

What is an LLC in Wisconsin?
An LLC in Wisconsin is a legal business entity that provides limited liability protection to its owners.
How do I form an LLC in Wisconsin?
To form an LLC in Wisconsin, you must file Articles of Organization with the Wisconsin Department of Financial Institutions.
What are the benefits of forming an LLC in Wisconsin?
Benefits of forming an LLC in Wisconsin include limited liability protection, pass-through taxation, and flexibility in management structure.
Can a foreigner form an LLC in Wisconsin?
Yes, a foreigner can form an LLC in Wisconsin as long as they have a registered agent in the state.
What is the cost to form an LLC in Wisconsin?
The cost to form an LLC in Wisconsin is $130 for online filing or $170 for paper filing.
Do I need an attorney to form an LLC in Wisconsin?
While it’s not required to have an attorney, it can be beneficial to consult with one to ensure all legal requirements are met.
Is an operating agreement required for an LLC in Wisconsin?
While not required by law, having an operating agreement is highly recommended for LLCs in Wisconsin to outline ownership and management structure.
How long does it take to form an LLC in Wisconsin?
It typically takes 1-2 weeks to process the paperwork and officially form an LLC in Wisconsin.
Can I use a PO Box as my LLC’s address in Wisconsin?
No, a physical street address in Wisconsin is required for the registered agent and business address of the LLC.
Are there ongoing requirements for maintaining an LLC in Wisconsin?
Yes, LLCs in Wisconsin must file an annual report and pay a fee to the Department of Financial Institutions to remain in good standing.
What taxes do LLCs in Wisconsin have to pay?
LLCs in Wisconsin are subject to state income tax, sales tax, and may also be subject to federal taxes.
Can I register my foreign LLC to do business in Wisconsin?
Yes, foreign LLCs can register to do business in Wisconsin by filing an Application for Certificate of Registration with the Department of Financial Institutions.
What is the difference between a domestic LLC and a foreign LLC in Wisconsin?
A domestic LLC is formed in Wisconsin, while a foreign LLC is formed in another state or country and wants to do business in Wisconsin.
Can a foreign LLC change its name when registering in Wisconsin?
Yes, a foreign LLC can operate under a different name in Wisconsin as long as it’s not already in use by another business.
Do foreign LLCs in Wisconsin have to pay additional taxes or fees?
Foreign LLCs registering in Wisconsin may have to pay a registration fee and applicable state taxes, depending on business activities conducted in the state.
Can a foreign LLC in Wisconsin open a bank account?
Yes, a foreign LLC can open a bank account in Wisconsin to conduct its business transactions.
Are there any restrictions for foreign LLCs in Wisconsin?
Foreign LLCs in Wisconsin must comply with state laws and regulations, including obtaining necessary licenses and permits for their business activities.
Can a foreign LLC in Wisconsin apply for financing or loans?
Yes, foreign LLCs in Wisconsin can apply for financing or loans from banks and financial institutions to fund their business operations.
What are the reporting requirements for foreign LLCs in Wisconsin?
Foreign LLCs in Wisconsin must file an annual report and pay the required fee to maintain their registration and good standing with the state.
Can a foreign LLC in Wisconsin hire employees?
Yes, foreign LLCs in Wisconsin can hire employees to work for their business operations within the state.
Can a foreign LLC in Wisconsin be sued in Wisconsin courts?
Yes, foreign LLCs conducting business in Wisconsin can be sued in state courts for any legal matters related to their business activities.
What business activities can a foreign LLC do in Wisconsin?
A foreign LLC in Wisconsin can engage in various business activities, including selling products, offering services, and entering into contracts with other businesses.
Can a foreign LLC in Wisconsin own real estate?
Yes, a foreign LLC in Wisconsin can own real estate properties within the state for business or investment purposes.
Do I need a registered agent for my foreign LLC in Wisconsin?
Yes, a registered agent with a physical address in Wisconsin is required for a foreign LLC to accept legal documents and official notices on behalf of the business.
Can I convert my foreign LLC to a domestic LLC in Wisconsin?
Yes, a foreign LLC can convert to a domestic LLC in Wisconsin by filing the necessary paperwork and meeting the state’s requirements for domestic LLCs.
Can a foreign individual form an LLC in Wisconsin?
Yes, a foreign individual can form an LLC in Wisconsin as long as they comply with the state’s laws and regulations for business entities.
Can a foreign LLC operate in multiple states, including Wisconsin?
Yes, a foreign LLC can operate in multiple states, including Wisconsin, by obtaining the necessary registrations and licenses to conduct business in each state.
What is the penalty for operating a foreign LLC in Wisconsin without proper registration?
Operating a foreign LLC in Wisconsin without proper registration can result in fines, penalties, and legal consequences for conducting business activities without approval from the state.
What is an LLC?
An LLC, or limited liability company, is a type of business structure that combines the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation.
Is it possible to form a foreign LLC in Wisconsin?
Yes, you can form a foreign LLC in Wisconsin if your LLC was originally formed in another state or country.

Also Read

In Conclusion

Having a foreign LLC in Wisconsin is nothing but expanding your business legally beyond the boundary of your domestic or home state. Starting a foreign LLC in Wisconsin 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 Wisconsin, 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 Wisconsin 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 Wisconsin is a success.

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