Register North Carolina Foreign Corporation

Why register a foreign corporation in North Carolina?

There are a lot of good reasons to expand your business into North Carolina, but one of the best is its low corporate income tax rate. All North Carolina corporations, domestic and foreign, are required to pay corporate income tax to the state, but the state’s rate of 2.5% is one of the lowest in the country. (Compare this to Virginia’s 6% or Tennessee’s 6.5% corporate income tax rate.) Even better, by 2030, corporations will not be required to pay any corporate income tax.

The North Carolina Secretary of State also makes the process of registering your foreign corporation and filing your annual reports easy with their Online Services system. Once registered, you’ll be able to keep track of your current filings as well as the due dates for future filings.

What counts as doing business in North Carolina?

According to state law (17 NCAC 05C .0102) your corporation will be considered “doing business” in North Carolina if it is making money in the state through any business enterprise or activity. This includes things like having an office, selling products, distributing merchandise, and owning and renting an income-producing property in NC.

There are some cases where businesses aren’t required to get a Certificate of Authority to operate in NC, but they are few and far between. For example, businesses that are engaged in litigation or are managing bank accounts and securities are not required to register. You can find the full list of exceptions on the NC Secretary of State’s website.

How to Register a NC Foreign Corporation

Ready to do business in NC? You can register your foreign corporation by doing the following:

1. Get a North Carolina Registered Agent
2. Get a Certificate of Good Standing
3. File an Application for Certificate of Authority
4. Get Your Certificate of Authority

1. Get a North Carolina Registered Agent

Every business entity is required by North Carolina law (N.C. Gen Stat § 55D-30) to appoint a North Carolina Registered Agent. Your registered agent will need to be a North Carolina resident who is available to collect service of process on your behalf at the same address during normal business hours.

If you live in North Carolina, you can be your own registered agent. However, you’ll need to be available at the address you’ve listed year-round. It’s also important to note that if you act as your own registered agent your personal information, like your name and address, will be public record once your formation documents are approved. Concerned about your privacy? We don’t blame you. When you hire us to be your registered agent, we’ll list our information on your Certificate of Authority instead of yours, that way you can avoid the inevitable piles of junkmail and solicitations that come with having your personal information out there.

$49 Registered Agent Service

2. Get a Certificate of Good Standing

Before you begin on your corporation’s Application for Certificate of Authority, you’ll need to get a Certificate of Good Standing (also known as a Certificate of Existence) for your business. A Certificate of Good Standing is a document from your corporation’s home state or jurisdiction that let’s North Carolina know your company is in good standing. The specifics on how to get your company’s certificate vary from state to state, but usually you will order it from the Secretary of State (or similar office).

North Carolina requires your Certificate of Good Standing to be an original copy and current (within 6 months of filing). You will not be able to register your foreign corporation in North Carolina if you do not get a Certificate of Good Standing.

If you’re unable to get a Certificate of Good Standing from your home state, you’ll want to make sure your corporation is in compliance there before you expand your business into North Carolina. Common reasons why businesses are denied a certificate include, but are not limited to, failure to register your corporation in its home jurisdiction, failure to pay state taxes, or failure to file mandatory reports. Once your corporation is back in compliance with its home jurisdiction, you’ll be able to get your Certificate of Good Standing.

3. File an Application for Certificate of Authority

Now it’s time to complete and file the North Carolina Certificate of Authority. There are a couple of different ways you can do this:

• Hire a company that specializes in registering foreign corporations in North Carolina. (That’s us!) After you hire us, we’ll simply ask you for the information needed on the form and submit the filing for you.
• Create a free account with the North Carolina Secretary of State’s Online Services. Complete, pay for, and submit your filing online.
• Mail in or hand deliver your application to the NC Secretary of State’s office in Raleigh.

If you wish to complete this filing yourself, we recommend doing so online. It’s easier and faster than submitting your application through the mail.

The NC Application for Certificate of Authority requires the following information:

1. The name of your corporation, and the name it will be operating under in North Carolina (if different).
2. Your corporation’s home state or jurisdiction.
3. The company’s original date of incorporation.
4. How long your foreign corporation will last. (Most business owners check the box next to “perpetual.”)
5. The address of your corporation’s principal office.
6. The street address and county of your North Carolina registered agent.
7. The mailing address of your North Carolina registered agent (if different from the address above).
8. The name of your NC registered agent.
9. The names, titles, and business addresses of your corporation’s current officers.
10. Your attached Certificate of Good Standing (referred to as a Certificate of Existence on this application).
11. Any and all of your corporation’s DBAs (if applicable).
12. The date this application will be effective. (It will automatically be effective upon filing unless you indicate a later date here.)
13. Signature.

Once you’ve completed this form, you’re ready to file!

How do I submit my Application for Certificate of Authority in North Carolina?

There are a couple different ways you can file your application with the North Carolina Secretary of State:

Online using NC Online Services

By Mail:

North Carolina Department of Secretary of State
Business Registration Division
P.O. Box 29622
Raleigh, NC 27626-0622

In Person:

North Carolina Department of the Secretary of State
Business Registration Division
2 South Salisbury Street
Raleigh, NC 27601

How much does it cost to register a foreign corporation in North Carolina?

​It costs $250 to file your Application for Certificate of Authority. If you submit your application online, you’ll also need to pay a $3 service fee.

You can also pay more for expedited processing if you need your Certificate of Authority sooner. 24 hour expedited processing will cost you an extra $100, and same day processing (reserved only for applications received before noon that day) will set you back $200.

4. Get your Certificate of Authority

Once your application is processed, you’ll get your Certificate of Authority. Processing times vary depending on how you submit your filing. You will receive your Certificate of Authority either by email or through the mail.

Online or In Person	5-7 business days
By Mail	10 business days
Expedited	24 hours ($100) or Same Day ($200)

NC Out-Of-State Registration: $402

When you hire us to register your foreign corporation in North Carolina, we do more than just submit your paperwork to the state. We also give you everything your corporation needs to get its feet on the ground in NC. Our service includes:

• A North Carolina foreign corporation formed by professionals
• 1 year of North Carolina registered agent service
• Instant online business presence with a website, domain, SSL, email, and phone number with local area code
• Instant access to your online account: track and manage registered agent services and all corporate filings, documents and notifications
• North Carolina foreign corporation annual report reminders
• Free use of our address in Raleigh for added business security
• Lifetime client support

Register Your Foreign Corporation Today!

North Carolina Foreign Corporation FAQs

How are foreign corporations taxed in North Carolina?

Just like domestic corporations, foreign corporations are required to pay an annual corporate income tax and a franchise tax. North Carolina has one of the lowest corporate income tax rates in the country at only 2.5%. The NC franchise tax is a separate tax that applies to the assets your corporation has in North Carolina, and it’s $1.50 for every $1,000.

Is there an annual fee for foreign corporations in NC?

North Carolina requires all business entities registered in the state to submit an annual report with a filing fee of $20. Your report is due 3.5 months after the end of your tax year. For most businesses, this is April 15th. This is a short report the state uses to make sure your company’s information is up to date. In order to complete it, you’ll need to provide the name and address of:

1. Your corporation
2. Your NC registered agent
3. Your corporation’s directors and officers

How long is a foreign corporation registered in North Carolina?

As long as you file your annual reports and pay the state’s corporate income and franchise taxes, your foreign corporation will last as long as you’d like. The exception to this is if you chose a date and set a limited duration for your foreign corporation on your Application for Certificate of Authority. In this case, your foreign corporation will be withdrawn on the date given.