Minnesota

Foreign registration · Form S&DC-S/N

Minnesota Corporation Foreign Registration in California

To do business in California, a corporation formed in Minnesota registers there on Form S&DC-S/N, with $100 in state fees. California may ask for Minnesota's Certificate of Good Standing ($5). We file it with the Secretary of State, Business Entities from your Minnesota records, then serve as your agent for service of process there for year one.

Minnesota vs California: the paperwork

	Minnesota formed here	California registering here
Document	Minnesota Certificate of Good Standing	Form S&DC-S/N, Statement and Designation by Foreign Corporation
State fee	$5	$100 at order
How it is handled	Minnesota: online, issued as soon as it is paid for and kept in the online account for 90 days	Filed with California
Paid expedite		24-hour $350, same-day $750
Office	Minnesota Secretary of State, Business Services	California Secretary of State, Business Entities
Official page	sos.mn.gov	sos.ca.gov
Yearly filing	Annual Renewal, no fee, every year	Statement of Information (Form SI-550), $25, every year
Due	December 31	Last day of the corporation's registration-anniversary month, annually
Turnaround	Certificate issued instantly online	Online processing: 5 days or less
Agent	Your Minnesota registered agent	Our California agent for service of process

How Minnesota companies register with California

We prepare and file Form S&DC-S/N
It lists us as your California agent for service of process, next to your Minnesota name and formation date. If California wants the Minnesota certificate, it is ordered first. Once California approves it, the Minnesota company can do business there.

Your Minnesota name and California's rules

If another California company uses the Minnesota name, an alternate name is allowed. California can hold a name for 60 days for $10 before you file.

Agents: California and Minnesota

California calls it an agent for service of process; Minnesota says registered agent. Your current registered agent stays for Minnesota; ours takes California's papers and notices.

Yearly filings: California and Minnesota

Each year your corporation files Minnesota's Annual Renewal (no fee) and California's Statement of Information (Form SI-550) ($25). With our $149 agent for service of process renewal, Minnesota plus California comes to $174 a year. The new registration does not replace any home-state filing.

LLC or corporation, Minnesota to California

An LLC formed in Minnesota files Form LLC-5 with California ($70 in state fees, plus the Certificate of Good Standing ($5)). After that come Minnesota's Annual Renewal (no fee) and California's Statement of Information (Form LLC-12) ($20). See the LLC filing.

The other way: California into Minnesota

A corporation formed in California that registers with Minnesota files Minnesota's registration (no form number) with $220 in state fees. See that filing.

Questions Minnesota owners ask about California

Does my Minnesota company need to register in California?

Yes, once a Minnesota business operates there; California registers it as a foreign corporation.

Is this a certificate of authority?

California calls it registration for Minnesota corporations; other states say certificate of authority.

How much does it cost to register a Minnesota corporation in California?

$299 at checkout; California may also want Minnesota's Certificate of Good Standing, at extra cost.

How long does the California registration take?

California's online processing takes 5 days or less, plus time for Minnesota's certificate if California asks for it. Paid expedite: 24-hour $350, same-day $750.

What are the yearly costs for Minnesota and California?

$174 a year: our $149 agent for service of process renewal, nothing to Minnesota and $25 to California for the yearly reports.

What if I don't register with California?

California can charge a Minnesota company a penalty of $20 a day.

Does California require a registered agent?

Yes: the Minnesota registered agent stays, and ours covers California for year one.

Will California accept my Minnesota name?

Yes, if no company there has it; if one does, it uses an alternate name there and keeps its Minnesota name at home.

Can I form a new California corporation instead?

Yes, but Minnesota keeps the original, so you run two companies: the new one files California's Statement of Information (Form SI-550) ($25), and the original keeps Minnesota's Annual Renewal.

How do I withdraw from California later?

Minnesota companies leave by filing Form CORP-SURC, Certificate of Surrender; until then, California's report stays due alongside Minnesota's filings.

Official sources

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