How to Register a Foreign Corporation in the State of Florida

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In order to register a foreign corporation in Florida, an application for a certificate of authority must be filed with the state. A foreign corporation is a company incorporated in one state that must register to conduct business transactions in other states. A foreign corporation in Florida has the same privileges and duties as a business that is incorporated in Florida. A foreign corporation in Florida that conducts business transactions without registering with the state will be subject to fines and penalties.

Obtain an application for a certificate of authority. Download and print an application for a certificate of authority from the Florida Department of State website. The state of Florida provides foreign corporations with a fill-in-the-blank application for a certificate of authority. Alternatively, a representative of the foreign corporation may pick up an application for a certificate of authority in person at the Florida Department of State's office, at:

Clifton Building 2661 Executive Center Circle Tallahassee, FL 32301

Call 850-245-6052 to have an application for a certificate of authority sent by mail.

Complete the application for a certificate of authority. Include the name of the foreign corporation and identify the foreign corporation's state of formation. Indicate the date the foreign corporation became incorporated and the year the corporation will cease to exist, unless the foreign corporation has unlimited life. Provide the principal address of the foreign corporation in its state of incorporation. Supply the names and addresses of the foreign corporation's officers and directors. An officer or director of the foreign corporation is required to sign the application.

Select a registered agent. A foreign corporation must select a business that is registered with the Florida Department of State, or an adult to act as its registered agent. The Florida registered agent has the responsibility of accepting business correspondence and other legal documents on behalf of the foreign corporation. The Florida registered agent must maintain a physical address in the state of Florida. The state of Florida does not permit a registered agent to use a Post Office box as an address. The Florida registered agent must sign the foreign corporation's application for a certificate of authority.

Obtain a certificate of good standing, also known as a certificate of authorization, from the Secretary or Department of State's office where the business is incorporated. The certificate of good standing must accompany the foreign corporation's application for a certificate of authority. The certificate of good standing indicates that the foreign corporation is in good standing with its state of incorporation. This means that the foreign corporation has paid all fees, taxes and filed annual reports with its state of incorporation.

File the application for a certificate of authority. The foreign corporation may mail the completed application, or have a representative of the corporation deliver the application in person at the Florida Department of State's office, at:

Division of Corporations Corporate Filings P.O. Box 6327 Tallahassee, FL 32314

As of 2010, a foreign corporation must pay $70 to register in the state of Florida.

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