Washington Foreign Registration / Self-filing guide
Registering a foreign LLC in Washington without help
A company can register a foreign LLC in Washington on its own. The Secretary of State takes the statement online, by mail or in person, charges $180, and expects a certificate of existence, or a document of similar import, issued no more than sixty days before the date of submission and duly authenticated by the Secretary of State or other official having custody of the entity's records in its jurisdiction of formation.
Gather the facts
Have ready the exact LLC name, its home jurisdiction, formation date and duration, principal office, governors' names and addresses, a description of its Washington business, the date it first did or will do business here and the Washington registered agent.
Check the name
If the name does not meet Washington's naming rule, the statement uses an alternate name: a foreign entity whose name does not comply with the naming section registers under an alternate name that does, and does business here under that alternate name, its own name with its jurisdiction of formation clearly identified, or an assumed name it is authorized to use.
Line up the agent
Whoever serves must consent and have a Washington street address. The registered agent filing names a commercial registered agent or, if there is none, a noncommercial registered agent with its address, or the title of an office or position whose holder receives service together with the address for it.
Order the certificate
Ask the home-state office for a certificate of existence, or a document of similar import, issued no more than sixty days before the date of submission and duly authenticated by the Secretary of State or other official having custody of the entity's records in its jurisdiction of formation. The Secretary of State warns that a statement filed without it is returned for correction.
Log in and start
To file online, log in, pick the choice to create or register a business, then the choice for a business from another state or country, and finally Foreign Limited Liability Company.
Fill in the nine items and upload the certificate
The online screens follow the statute's list: the name of the foreign entity (or an alternate name); the type of entity; its jurisdiction of formation; the street and mailing addresses of its principal office and of any office its home law requires; the registered agent information; the names and addresses of its governors (and, for a corporation, its officers); the date of its formation and its period of duration; the nature of its business or purposes in Washington; and the date on which it first did, or intends to do, business in Washington.
Pay
The fee is $180. The Secretary of State accepts cash, checks, money orders, Visa, MasterCard and American Express, in US dollars. Fees are not refundable.
The mail route
On paper, use the fillable PDF for profit entity types and send checks or money orders payable to Secretary of State, not backdated more than 60 days from the day the check is received. The state's rule is to process paper records received by mail within 15 business days.
After you file
Keep the record. Watch for the renewal notice, which comes 30 to 90 days before the annual report is due, and file the report for $70. A report that is late costs $95.
Before you send anything
Paper and online filings are public record, and fees are not refunded, so read the finished statement once more from top to bottom. Compare the entity name and the agent's address with the home record and the agent's consent.
Where statements go wrong
A missing certificate sends the statement back. So does a certificate issued more than 60 days before submission. A report with missing information is returned for correction too.
If the company has already worked here
Washington bills the fees it would have collected, plus penalties. The penalty page has the detail.
The nine items in practice
The statute's list runs: the entity's name, its type, its jurisdiction, its offices, its agent, its governors, its formation date and duration, its business and its start date.
Choosing governors for the statement
For an LLC, the governors are its managers or, in a member-managed LLC, its members. List their names and addresses as the home records show them.
Describing the business
The statement wants the nature of the business or purposes the entity will conduct or promote in Washington. Describe what the company does here, not everywhere.
The start date
The statement asks for the date on which the entity first did, or intends to do, business in this state. If the company has not yet begun, give the date it intends to begin. If it began before registering, give the date it began, and see the penalty page for what follows.
The registered agent consent
Nobody can be appointed registered agent without prior consent in a record, and an agent appointed without consent can ask to be removed. Get the consent first, then name the agent.
Paying by mail
On the mail route, make the check or money order payable to the Secretary of State, and do not backdate it more than sixty days from the day it will be received.
What to keep
Keep the filed statement, the receipt for the fee and the certificate that went with it. All documents are public record.
What the paper form tells you
The instructions on the Secretary of State's fillable form say to use dark ink only and complete the entire form, entering the requested information in the fields provided. A fillable electronic version is available, and the filled form goes by mail with payment to the address printed on it.
Changes after you file
An amendment is needed for a change in the entity's name, its type, its jurisdiction of formation, an address required by the statement, or its registered agent information, and it is delivered promptly. The fee is $30, and a name change comes with the home state's name-change document. Moving the agent or the office costs nothing.
Holding a name first
A name can be reserved for $30 while the rest of the paper is gathered.
When the company is done here
A Statement of Withdrawal ends the registration at no fee, and the annual reports stop with it. The withdrawal page has the steps.
Prefer to hand it off?
If you would rather not, we gather the facts, order the certificate, write the statement and file it for $199.
Registering a foreign LLC in Washington on your own
Gather the facts
Name, jurisdiction, offices, governors, business, start date, agent.
Check the name
Use an alternate name if needed.
Line up the agent
A Washington street address and consent.
Request the certificate last
No older than 60 days at filing.
Log in and file
Foreign Limited Liability Company, nine items.
Pay and keep the record
$180 to the state.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Do-it-yourself questions
Is paper accepted?
Yes, on the fillable PDF, sent by mail or delivered in person.
Is a lawyer needed to file the statement?
No. A lawyer matters for the separate question of whether the company must register.
Is the fee refundable?
No.
How quickly are mailed filings handled?
The state's rule is 15 business days for paper records received by mail.
What happens if I send the wrong certificate?
The statement is returned for correction.
What you pay
Register in Washington
$199
+ $180 Washington fee
$180 is Washington's fee for an LLC and for any profit entity. A nonprofit pays $30. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
- The Foreign Registration Statement, written from your answers
- A home certificate of existence ordered so it is under sixty days old at filing
- A Washington registered agent, ours or one you name
- The filed registration, passed on to you
- Renewal: after the first year, the agent service renews at $149 a year
Sources
- Washington SOS, instructions for the Foreign Registration Statement
- Washington SOS, filings, forms and information
- RCW 23.95.510, foreign registration statement
- Washington SOS, register a foreign LLC online
- RCW 23.95.525, noncomplying name of foreign entity
- RCW 23.95.405 to 23.95.455, registered agents
- Washington SOS, register a foreign business
- Washington SOS, fee schedule and expedited service
- WAC 434-112-080, same-day and expedited service
- RCW 23.95.255, initial or annual report
- RCW 23.95.505, registration to do business in this state
- RCW 23.95.515, amendment of foreign registration statement
Operating in Washington?
Order now and the registration goes in before more unregistered years pile up.