New Hampshire certificate of authority: LLCs register on one form, corporations apply on another

Strictly, it is the approval a foreign corporation receives under the business corporation act. The LLC statute calls the equivalent step a registration, though its revocation provisions also use the phrase for an LLC. For ordering purposes the difference is only the form.

Only if it does business in New Hampshire. For an LLC, the statute excludes certain conduct, among it a bank account, a lawsuit, owning property without more, and a one-off job finished inside 30 days. Our requirement test applies the list to real situations.

Some owners wonder whether to form a New Hampshire entity instead of registering a foreign one. That is a structuring choice. What we can say is that an entity registered here keeps its home state's law for internal matters and for what its members risk.

The signer of an LLC form needs authority under the home-state law. The signer of a corporation form is the chairman, the president or another officer. The statements on the form, above all the one about good standing, are made in the signer's name, so the person who signs should be the one who can check the home record.

Professional LLCs file Form FPLLC-1 for $100, and a foreign nonprofit corporation pays $25 on Form FNP-1. Both go through the same Corporation Division. Tell us which applies when you order.

You answer a few questions about the entity. We choose the form, complete it, and send it to your signer. When it is signed we submit it by QuickStart or by post, and we send you the approved record.

Four terms get mixed up. A registration is the LLC approval. A certificate of authority is the corporation approval, and the LLC chapter uses the phrase for revocation. The registered agent is the person who accepts legal papers. The registered office is that person's street address in the state.

The registration lasts as long as the entity keeps it in good order: reports filed on time, an agent in place and the facts on file accurate. It ends when the entity cancels or withdraws, or when the state revokes it.

Both routes need a registered agent and office in New Hampshire. An LLC's agent must live in the state, and the corporate statute allows a resident individual, or a corporation, LLC or LLP organized or authorized in New Hampshire, whose business office is identical with the registered office. The agent page compares the options.

An LLC that does business unregistered cannot begin a lawsuit in the state before it registers and settles the bill, and a corporation without a certificate meets a comparable bar. Contracts stay valid on both routes. See the penalties page.

An LLC ends its registration with Form FLLC-3 plus a tax statement, $65 in state charges together, and a corporation's withdrawal on Form 44 comes to $65. The cancellation page sets out the steps.

$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.