All business has become national. Now more than ever, business endeavors are blurring state lines, and more small business are making the leap to the national stage. But as a foreign LLC, should you register with the state of Ohio before doing business here? In short, yes. Not only is registration required, but there are several other benefits involved in registration.
Following the Law
Under Ohio Revised Code § 1706.511, foreign LLC registration is a prerequisite to doing business in Ohio. Under this statute, a foreign LLC may not transact business in Ohio until it registers with the Ohio Secretary of State in compliance with the Ohio LLC Act (Ohio Revised Code Chapter 1706). In order to register, all foreign LLCs must provide:
- Its name under its state of incorporation, or an assumed name to do business in Ohio;
- The original jurisdiction of formation;
- The name and address of its statutory agent; and
- Other information outlining its series if it is a series LLC.
The approval from the Ohio Secretary of State not only allows you to do business in Ohio, but it also carries with it a stamp of legitimacy and credibility which may aid your business endeavors in Ohio.
An Agent to Have Your Back
When registering to do business in Ohio, a foreign LLC must designate a statutory agent within the state. Having a statutory agent in Ohio alleviates a lot of the stress of transacting business in a foreign market. A statutory agent serves as a reliable point of contact for receiving legal documents and notices. Additionally, a statutory agent is also the first to be informed of lawsuits against your LLC. By having a statutory agent in Ohio, you ensure that your LLC will be up to date on anything involving it in Ohio.
Collecting on Your Debts
Another benefit of registering to do business in Ohio is the ability to maintain a proceeding for the collection of debts. Under Ohio Revised Code § 1706.515, a foreign LLC cannot maintain a proceeding to collect on its debts in Ohio unless it is registered to transact business in a state. If an unregistered foreign LLC initiates an action to collect debts owed to it, the court has the authority to stay the proceedings until the foreign LLC completes the registration process. Moreover, registering to do business in Ohio ensured that the foreign LLC has the same rights and privileges in Ohio as domestic LLCs. See ORC § 1706.51(D). In order to make sure you have the ability to file lawsuits arising from your business in Ohio, you must first register.
In the end, registering to do business in Ohio as a foreign LLC provides numerous benefits and allows your company to legally expand its business. The experiences attorneys at Cavitch can provide tailored guidance to navigate the process of registering your foreign LLC in Ohio.