The International Business Relations Program (IBRP) was established to develop stronger connections between the international business community and the State of California by assisting foreign business entities with the various filing processes and procedures in California. At IBRP we can:
- Provide assistance with questions regarding relevant filing or reporting requirements. Matters that are not under the jurisdiction of the Secretary of State will be referred to the appropriate agency whenever possible;
- Provide general information about how to register your business in California (see below for frequently asked questions);
- Track filing requests; and
- Provide guidance through the process for information retrieval of public information relevant to business entities registered with the Secretary of State.
In addition, IBRP serves as an informal protocol office for international visitors, arranging tours of the Office of the Secretary of State and facilitating additional state government meetings.
Frequently Asked Questions Do I need to qualify/register my foreign (out of state or country) corporation, limited partnership or limited liability company to do business in California?
Before transacting intrastate business in California the business must first qualify/register with the California Secretary of State. (Corp. Code § 2105, 15909.02 or 17451.) California Corporations Code sections 191, 15901.02(ai) and 17001(ap) define "transacting intrastate business" as "entering into repeated and successive transactions of its business in this state". The Secretary of State's office cannot advise you as to whether or not the business must qualify/register to do business in California. If you require assistance in making that determination, you should consult with private legal counsel.
How do I qualify/register my foreign corporation, limited partnership or limited liability company in California?
To qualify a foreign corporation, the corporation must file with the Secretary of State a Statement and Designation by Foreign Corporation form. Attached to the completed form must be a certificate from an authorized public official of the state or place of domicile indicating that the corporation is in good standing in that state or place. (Corp. Code § 2105.) The fee for filing the Statement and Designation by Foreign Corporation is $100.00. Please refer to the form for filing information and instructions.
To register a foreign limited partnership, the limited partnership must file with the Secretary an Application for Registration (Form LP-5). (Corp. Code § 15909.02.) Attached to the completed form must be a certificate (or other record of similar import) from an authorized public official of the state or place of domicile inidicating that the limited partnership is in good standing in that state or place. The fee for filing the Application for Registration is $70.00. Please refer to the form for filing information and instructions.
To register a foreign limited liability company, the limited liability company must file with the Secretary of State an Application for Registration (Form LLC-5). Attached to the completed form must be a certificate from an authorized public official of the state or place of domicile indicating that the limited liability company is in good standing in that state or place. (Corp. Code § 17451.) The fee for filing the Application for Registration is $70.00. Please refer to the form for filing information and instructions.
What is an "Agent for Service of Process" and who can be such an agent?
An agent for service of process is an individual or corporation designated by a qualfied/registered business to accept service of process if the business is sued. California residency is the only requirement for an individual to be named as an agent for service of process. A corporation named as an agent for service of process must have on file with the Secretary of State a certificate pursuant to California Corporations Code section 1505. Please note: A qualified/registered business cannot name itself as agent for service of process. Further, approval from a proposed agent should be obtained prior to designation.
How long does it take to qualify/register in California?
The amount of time required to process a document varies depending on the method by which you submit the document. A description of the various filing methods as well as the current mail processing times are available on the Secretary of State's Business Entities Mail Processing Times web page. Note: All documents received in this office are processed in chronological order.
For answers to additional frequently asked questions, choose the applicable type from the list below:
Corporations
Limited Partnerships
Limited Liability Partnerships
Limited Liability Companies
General Partnerships
Trademarks and Service Marks
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