New Hampshire Foreign LLC Registration (How-to Guide)

Thinking of expanding your business to New Hampshire? With its vibrant economy and stunning landscapes, it’s a great choice.

But first, you need to navigate the foreign LLC registration process.

Don’t worry—this guide will simplify each step, making your expansion smooth and straightforward.

New Hampshire Foreign LLC Requirements

1. New Hampshire Registered Agent

To do business in New Hampshire, your foreign LLC must appoint a registered agent with a physical address. The registered agent is responsible for receiving legal documents and official communications on behalf of your LLC.

This ensures that you are reachable for important notices, including legal and tax documents. If you don’t have a physical presence in New Hampshire, using a registered agent service is a practical option.

I recommend appointing a registered agent by either hiring a registered agent service or selecting an individual or company that meets the requirements.

2. Application for Foreign LLC Registration

When registering your foreign LLC in New Hampshire, you must complete the Application for Registration as a Foreign Limited Liability Company.

This form requires several key pieces of information:

• Signature: An authorized person must sign the form, certifying that all information provided is accurate.
• Business Name: Provide the exact legal name of your LLC as it is registered in its home state.
• Name in New Hampshire: If your LLC’s name is already taken or different from your home state name, include any alternate name you’ll use in New Hampshire.
• State of Formation: Indicate the state or jurisdiction where your LLC was originally created.
• Date of Formation: State the date your LLC was formed in its home state.
• Principal Office Address: List the main address where your LLC operates.
• Registered Agent: Include the name and address of your registered agent in New Hampshire.
• Purpose of Business: Describe the nature of your business activities briefly.
• Management Structure: Specify whether members or managers manage your LLC.

You may file your Application for Registration online, by mail, or in person.

You can mail or submit your application in person to the following address:

Corporation Division, NH Dept. of State
107 N Main St, Rm 204
Concord, NH 03301-4989

You can mail or submit your application in person to the following address:

State House Annex, 3rd Floor, Rm 317
25 Capitol Street
Concord, NH 03301

3. Ongoing Compliance

After registering your foreign LLC in New Hampshire, keep your business in good standing by maintaining a registered agent with a New Hampshire address. File your annual report by April 1st each year and stay current with state taxes and business fees.

If your LLC’s information changes, update the state accordingly. Keeping up with these requirements ensures your LLC remains compliant and operates smoothly in New Hampshire.

How to Form a Foreign LLC in New Hampshire State

Step 1. Selecting Your Business Name (new or existing)

Before you begin the registration process, it’s essential to ensure that your LLC’s name is available for use in New Hampshire. You can search the New Hampshire Secretary of State’s business name database here to confirm that your desired name, or a variation, is not already in use.

If your LLC’s name has already been taken, you may need to select a different name or use a “doing business as” (DBA) name.

Step 2. Appointing a New Hampshire Registered Agent (I use Northwest)

A registered agent is a person or business entity designated to receive legal documents and official notices on behalf of your LLC. In New Hampshire, your foreign LLC must appoint a registered agent with a physical address.

This agent will handle any legal paperwork and ensure that your business remains compliant with state regulations.

I recommend using Northwest Registered Agent, as they can help you with the entire process of forming your LLC.

See what sets Northwest Registered Agent apart in my review.

Step 3: Complete the Application for Foreign LLC Registration

Complete the Application for Foreign Limited Liability Company Registration to register your foreign LLC. This form is available from the New Hampshire Department of State.

In the application, you will need to provide the following information:

• LLC Name: Enter the name of your LLC as it is registered in your home state.
• Business Name in New Hampshire: If your LLC will operate under a different name in New Hampshire, include that name here.
• Principal Office Address: Provide the address of your LLC’s main office.
• Principal Mailing Address: If your mailing address differs from your principal office address, list it here.
• Business Phone and Email (optional): Include your business phone number and email address.
• Jurisdiction of Formation: Indicate the state or country where your LLC was originally formed.
• Formation Date: Provide the date your LLC was formed.
• Business Purpose: Briefly describe the nature of your business activities (e.g., “art restoration”).
• New Hampshire Registered Agent: List the name and address of your New Hampshire registered agent.
• Members/Managers (optional): If required, include the names, addresses, and titles of your LLC’s members and/or managers.
• Signature: Sign the application and provide your title, address, and date.

New Hampshire charges $100 to file a foreign LLC registration application. If you file online, there is an additional $2 service fee. For expedited processing, an extra $25 fee applies.

Step 4: Find Foreign Registration Documents Online

Once your application is processed, you can access your registration documents and track the status of your application through the New Hampshire Secretary of State’s website. This online resource will help you stay updated on your registration and provide access to any official documents related to your LLC’s foreign registration.

How long does this take?

New Hampshire typically processes online filings within 3 to 7 business days. Mailed filings may take up to 2 to 3 weeks to process, with additional time required for mailing.

Registration Fee – How Much Does a Foreign LLC in New Hampshire Cost?

When registering a foreign LLC in New Hampshire, several fees may apply:

• Registration Fee: The standard fee to file an Application for Foreign Limited Liability Company Registration is $100. This fee is required regardless of the submission method (online or by mail).
• Online Filing Fee: If you submit your application online, there is an additional $2 service fee. This fee covers the convenience of electronic submission and processing.
• Expedited Processing Fee: If you need to expedite the processing of your registration, you can request expedited service for an additional $25. This option is useful if you require quicker approval and want to reduce the waiting time.

When registering your LLC, you must choose a registered agent with a physical address in New Hampshire to handle legal documents. The cost for this service can range from $200 to $1,000. However, my recommended registered agent provides these services for less than $100. For more details, click here.

Do New Hampshire foreign LLCs need to file a Certificate of Formation?

No, New Hampshire foreign LLCs do not need to file a Certificate of Formation. Instead, they must complete and file the Foreign Limited Liability Company Registration application.

This form is used to register a foreign LLC to do business in New Hampshire and includes details such as the LLC’s name, principal office address, and the name and address of the New Hampshire registered agent.

The Certificate of Formation is generally required for domestic LLCs being formed within the state. Still, for foreign LLCs, the application process involves providing information about the LLC’s existing formation in its home jurisdiction rather than submitting a Certificate of Formation.

How are Foreign Entity LLCs in New Hampshire taxed?

Foreign LLCs in New Hampshire are generally taxed as pass-through entities by default.

Here’s a detailed look at how this taxation works:

• Pass-Through Taxation: Foreign LLCs in New Hampshire are defaulted as pass-through entities for tax purposes. This means that the LLC itself does not pay federal income taxes. Instead, the LLC’s profits or losses are passed through to its members.
• Member Tax Responsibilities: Since the LLC does not pay taxes, the members are responsible for paying taxes on their share of the LLC’s income. This income is reported on the members’ tax returns and taxed at their income tax rates. The self-employment tax rate is 15.3%, which covers Social Security and Medicare taxes.
• S-Corporation Election: An LLC can be taxed as an S-Corp by filing Form 2553 with the IRS. This election allows the LLC to avoid self-employment taxes on a portion of its income. Instead, income is still passed through to the members, but only salaries paid to members are subject to payroll taxes, while remaining profits are not.
• C-Corporation Election: Alternatively, an LLC can elect to be taxed as a C-Corp by filing Form 8832 with the IRS. In this case, the LLC will pay corporate income taxes on its profits at the corporate tax rate, and any dividends distributed to members will be subject to individual income tax, resulting in potential double taxation.

In New Hampshire, foreign LLCs are automatically taxed as pass-through entities, meaning the LLC itself does not pay taxes, and profits or losses are reported on the members’ tax returns.

Alternatively, an LLC can be taxed as an S-Corp or C-Corp to benefit from different tax structures, depending on its financial situation and goals.

FAQs on New Hampshire Foreign LLC Registration

Can I Be My Registered Agent for My New Hampshire LLC?

Yes, you can act as your registered agent for a New Hampshire LLC as long as you have a physical address in New Hampshire to receive legal documents and official notices during business hours.

Why Hire a New Hampshire-Registered Agent Service?

Hiring a registered agent service in New Hampshire can help ensure compliance with state requirements. They provide a physical address for receiving official documents, offer privacy by keeping your address confidential, and ensure timely handling and forwarding of legal papers.

How Can I Withdraw My New Hampshire Foreign LLC?

To withdraw your New Hampshire Foreign LLC, file a “Certificate of Withdrawal” with the New Hampshire Secretary of State. Ensure all outstanding fees and taxes are settled, and the withdrawal will be processed upon approval.

Is a Physical Presence Required in New Hampshire to Form an LLC as a Foreigner?

No, a physical presence in New Hampshire is not required to form an LLC as a foreigner. However, you must appoint a registered agent with a physical address in New Hampshire.

How Do I Amend a Foreign LLC in New Hampshire?

To amend a Foreign LLC in New Hampshire, file an “Amendment to the Application for Authority” with the New Hampshire Secretary of State. Include the details of the changes and ensure all amendments are correctly documented and processed.

What Does It Mean to Do Business in New Hampshire?

“Doing business” in New Hampshire means engaging in activities that constitute significant and continuous operations within the state, such as maintaining an office, having employees, or regularly conducting transactions.

Does a Foreign LLC Have to File an Annual Report in New Hampshire?

In New Hampshire, foreign LLCs must file an Annual Report by April 1st. The filing fee is $100, and online payments incur an additional $2 charge.