Register a Wisconsin Foreign LLC
A Wisconsin foreign LLC is a limited liability company that originated outside of Wisconsin but has registered to do business in Wisconsin. Wisconsin foreign LLCs must complete an application called a Certificate of Registration and submit it to Wisconsin's Department of Financial Institutions along with a $100 filing fee.
Northwest can register your foreign LLC in Wisconsin for just $225 + state fees. This includes the paperwork, registered agent service for a year, and a free trial of our identity services that take your business online. We’ll give you a custom domain name free for a year, plus 90 days free of our web hosting and security, business phone number, and up to ten business email addresses. Plus you’ll get forever access to our attorney-drafted legal document templates, personal help from our Corporate Guides®, and Privacy By Default®.
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How to Register a Foreign LLC in Wisconsin
To register a foreign LLC in Wisconsin, you’ll need to file a Certificate of Registration Foreign Limited Liability Company application with Wisconsin’s Department of Financial Institutions, Division of Corporate & Consumer Services (WFDI). The process of registering a foreign LLC is called foreign qualification. Here’s how to do it.
1. Check Your LLC’s Name Availability
First, you’ll need to make sure your LLC’s name is available. Wisconsin has an online business name search where you can search to see if anyone else has registered your LLC’s name. If the name is already taken, you’ll need to choose a new name and file a supplemental Adoption of Fictitious Name form along with the rest of your foreign qualification paperwork.
2. Appoint a Wisconsin Registered Agent
Wisconsin’s Secretary of State requires all LLCs to appoint a registered agent. Your Wisconsin registered agent will be tasked with receiving important legal mail. You will need a Wisconsin registered agent before you fill out the Certificate of Registration.
Unless you live in Wisconsin, you won’t be able to serve as your own registered agent there. This means you’ll most likely want to hire a professional registered agent service with a Wisconsin street address.
Business owners are busy, which means that they’re not always around to accept important mail. Hiring a professional registered agent gives you peace of mind that you won’t miss a legal notice. What’s more, listing your own name and home address on your Wisconsin registration documents can mean giving up a chunk of your personal privacy. A good registered agent will let you use their business address on your paperwork instead.
3. Launch Your Business Identity
Once your business is up and running in the new state, you’ll want to be able to connect with the new market of consumers. Having a robust and localized digital presence can help build your business’ identity, which in turn will make your business seem more trustworthy and professional, even if you’ve only just started offering services/products. We can help you build a custom website that is securely hosted with an unique domain, plus give you a local phone number and up to ten email addresses to help establish your business in Wisconsin.
Learn more about how to launch your business identity in a new state.
4. Complete the Wisconsin Certificate of Registration
Before you can legally start doing business in Wisconsin as a foreign LLC, you must complete the Certificate of Registration Foreign Limited Liability Company.
To fill out the Certificate of Registration, you’ll need to provide:
- Name or fictitious name of your LLC.
- Original state where your LLC was formed.
- Date of organization of LLC in domestic state.
- Address of principal office.
- Registered agent’s name and address.
- If your LLC is member-managed or manager-managed.
- Whether your LLC has transacted business in Wisconsin prior to foreign registration. If the answer is no, you just need to pay the $100 fee. If your LLC was operating without foreign registration, you’ll need to pay a penalty. Use this supplemental form and consult Albert Einstein to calculate what your LLC owes.
- Signature and date from an LLC manager, member or someone authorized to do business on behalf of your LLC.
- The name of who filled out this document.
At the very bottom of the Certificate of Registration you’ll need to provide an email and/or mailing address so that the state can send you a copy of your registration once everything has been approved.
Ready to make that cheddar as a Wisconsin foreign LLC? Register your foreign LLC with Northwest!
It costs $100 to file. In a hurry? You can pay the state an additional $25 for end-of-day processing.
Once you’ve got all your cheese curds in a row, it’s time to submit the paperwork. To finalize your foreign LLC registration process, you’ll submit the Certificate of Registration and pay the filing fee. Wisconsin accepts filings online, by mail, or in person.
Mail or in person:
State of Wisconsin
Dept. of Financial Institutions
Box 93348
Milwaukee WI, 53293-0348
Not unless you want to form a domestic LLC in Wisconsin. To register as a foreign LLC, you just need to file the Certificate of Registration.
Nope. Wisconsin does not require a foreign LLC to submit a Certificate of Good Standing from their home jurisdiction as part of the application process.
5. Receive Certificate of Registration
Once Wisconsin has approved your application, they’ll send you a stamped official certificate by mail. This certificate gives your LLC authority to do business in Wisconsin.
It generally takes 5 business days for Wisconsin to process the application. Expedited end-of-day service costs an additional $25, payable to the state, but you’ll have your certificate in hand that day.
Wisconsin Foreign LLC Registration FAQ
You’ll likely have to pay fines and might lose your liability protection. When you register a foreign LLC in Wisconsin, not only does it mean that Wisconsin gives you the thumbs up to do business in the state, but it also extends the liability protections your LLC has in its home state. With no liability protections, why even have an LLC?
Forming a new LLC means you’ll have two separate LLCs, which means you’ll have to write a new operating agreement, open a new bank account, get an EIN, and math your way through a federal tax return for each LLC. Sounds like a lot of work to us.
By paying a $40 filing fee (add $25 for expedited one-day service) and filing the form with the world’s most long-winded title: the Foreign Limited Liability Company Application for Amended Certificate of Registration. This will allow your LLC to make changes to its Certificate of Registration. As usual, you can file the form online or by mail.
The Wisconsin Adminstrative Code provides some guidance for what it considers doing business in Wisconsin, which includes:
- maintaining a business location
- owning real estate
- owning tangible personal property
- holding inventory held by a distributor, consignee, or other
- using a non-employee representative
- soliciting business from potential Wisconsin customers
- selling products or services of any kind or nature to customers in Wisconsin
- performing services outside Wisconsin for which the benefits are received in Wisconsin
- regularly engaging in transactions with customers in Wisconsin that involve intangible property and results in receipts flowing to the business from within Wisconsin
- owning a percentage of a partnership or LLC with default tax designation that does business in Wisconsin
Other activities may also require you to register your foreign LLC, like applying for a professional license or bidding on a contract. Wisconsin law also provides a list of activities it does NOT consider to be doing business in WI Stat. § 183.0905.
Read more about what it means to do business in another state.
Yes. Foreign LLCs must file a Wisconsin Annual Report by March 31st each year following the year they register with the state. Filings cost $81 online and $80 by mail (add in the cost of a stamp for mailed filing and you’re saving like 50 cents, so just file online). Wisconsin doesn’t charge penalty fees for failing to file an annual report; however, your business will lose its good standing and risk being administratively dissolved or revoked.
LLCs are considered pass-through tax entities by default, which means the responsibility for paying federal income taxes passes through the LLC and falls on each LLC member. Each member will then report any profits or losses on their own income tax form. Members will be responsible for paying taxes to both the feds and to the state of Wisconsin. A foreign LLC can also elect to be taxed as an S-Corp or a C-Corp.
For more information on taxes, check out our Wisconsin tax guide.
In order to Withdraw a Wisconsin Foreign LLC, your LLC will need to file a Foreign Withdrawal of Limited Liability Company form and pay the $40 filing fee (add $25 for expedited service).
