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Maryland Certificate of Authority: Everything You Should Know

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A Maryland certificate of authority number is required if you want to conduct business in the state. This includes selling products or services, using a Maryland address for tax returns, registering a trade name, running business under another name, and having a mailing address in Maryland. You cannot use a P.O. Box or fax number unless it is your physical location.

The registration process is simple. It takes about 30 minutes to complete. A completed application form must be submitted along with a check or money order payable to “Department of Assessments.” If you are renewing your registration, you will receive a mail notice advising when your renewal needs to be filed.

If you do not already have one, you can apply online for a Maryland certificate of authority number.

What could be a Maryland certificate of Authority?

A Maryland certificate of authority is required if you are conducting business within the state of Maryland. You can find out what type of authority you need by contacting your local bank or other financial institutions.

Why Should I need Maryland Certificate?

A certificate of authority (COA) lets you open a bank account, start a corporation, or hire employees in another state without having to go through the lengthy process of setting up a branch. If you want to open a bank account, you must apply for a COA from the financial institution where you want to deposit money. You cannot open a bank account in New York City unless you are licensed there.

Opening an office or physical location requires a COA. For example, if you want to run a consulting firm out of your home, you need a COA from your local government. When you hire employees in another state, you need a COAs from both states.

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Hiring employees in another state can take months because each state needs to approve your application. This approval process includes background checks and fingerprinting. In addition, it takes time to set up payroll.

How do I get a certificate of authority in Maryland??

You can obtain a COA from any financial institution that has branches in Maryland. The fee varies depending on the size of your company. Contact your local bank or credit union for more information.

For Foreign Corporations:

– Limited Partnerships are taxed differently than corporations.

– Foreign entities do not pay corporate income tax on profits earned outside of Maryland.

– Only Maryland residents pay taxes on dividends received from a foreign entity.

– If you want to incorporate in Maryland, it is best to form a corporation.

How much does it cost?

There is no charge to register a new corporation. However, you may incur additional fees if you want to change your registered agent, add shareholders, or make changes to your articles of incorporation.

To renew your registration, you must file a $50 annual fee.

For Foreign Limited Liability Companies:

A foreign limited liability partnership must apply for registration with the Maryland Division of Corporations, pay filing fees, and provide proof of good standing in another jurisdiction.

The LLC Act does not require a foreign LLC to register with the state, nor does it require a foreign LLC to obtain a certificate of good standing from the Secretary of State. However, an LLC cannot do business in Maryland unless it obtains a Certificate of Good Standing from the Secretary of State, regardless of whether it is registered with the state.

 

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For Foreign Nonprofit Corporations:

NonMaryland entities must file an application for a Certificate of Status with the Maryland Secretary of State’s Office. This form needs to be filed within 30 days of establishing a nonprofit corporation. Once you are registered, you will receive a copy of your certificate via email. You can find the link to download the certificate here.

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A foreign entity cannot open a bank account or establish a trust fund without a valid status certificate. To obtain one, contact the Maryland Secretary of State’s office. They will provide you with instructions on how to apply online.

Professional Corporations:

A foreign professional corporation must register with the Secretary of State if its principal place of doing business is Maryland.

An LLC does not require registration in order to conduct business in Maryland.

A foreign professional corporation that conducts business in Maryland must file an annual report with the Secretary of State.

The filing fee for an initial registration is $1,500.00 plus applicable taxes.

Registration renewals are due annually on January 31st.

Annual fees are $150.00 per year plus applicable taxes.

If you do not want to pay the renewal fee, you can request a one-time extension of up to 90 days.

For Foreign Limited Partnerships:

A foreign limited partnership must register if it has a general partner incorporated in Maryland. In addition, the partnership must meet all of these requirements:

1. Have an authorized agent in Maryland for service of process.

2. Be organized under the law of another state, territory or country which does not have a requirement for a Certificate of Good Standing (CGS).

3. Provide a CGS from the jurisdiction where the GP is incorporated.

4. Include a statement that GP will provide a copy of CGS upon request.

5. Must have been registered in the jurisdiction where the GP was incorporated since January 1, 2007; maintain records of date of formation, address, principal office, and names and addresses, etc.

6. Annual fee of $10.00.

7. File a report annually.

8. File a report every three months.

For Foreign Limited Liability Partnerships:

A foreign limited liability partnership

An LLC cannot operate without a valid Certificate of GoodStanding.

The LLC must pay annual feesfor maintaining its Certificate of good standing. These fees are $1,000 per year.

What is a registered agent?

A registered agent is someone who receives legal documents on your behalfs, such as contracts, notices, and court papers. They accept legal paperwork on your behalf and act as your representative. You can find out what you need to know about registering agents here.

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There are different ways to register your company in each state. In some states, there is no charge; however, most states do require a yearly registration fee. If you decide to use a local registered agent, ensure you understand how much it costs and whether it includes filing fees.

 

 

Frequently Asked Questions

When do I need a certificate of authority?

You should get a certificate of authority when operating as a foreign entity in Maryland. The reason for this is so that people dealing with you know they are dealing with a legitimate business.

What do I need from my home state?

To obtain a certificate of authority, you must show proof that you have filed articles of organization or other documentation with the secretary of state in your home state. This may include incorporation papers, tax returns, bank statements, or any other information showing you are a legally recognized business.

How long is a Maryland certificate of good standing valid?

Once you receive your certificate of authority, it is valid for five years. After that period, you must renew your certificate by paying the required annual fees.

Do I need a certificate of good standing for each state where I conduct business?

No. A single certificate of good standing is sufficient for conducting business in multiple jurisdictions. However, if you are doing business in more than one state or country, obtaining a separate license from each jurisdiction where you conduct business may be necessary.

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