Foreign (non-Washington) Business Registration Requirements

New law went into effect on January 1, 2016 regarding foreign entities.  The new law is RCW 23.95 and it is recommended that you familiarize yourself with it before filing anything in the Secretary of State's Office.  We also recommend that you consult your attorney before filing.  The     Foreign Registration Statement replaces the Certificate of Authority form of the past. Whether you are a profit corporation, nonprofit corporation, a limited liability company, a limited partnership, or a limited     liability partnership, you will use this statement to register in our office to do business in Washington. In addition, a foreign business may amend their registration or withdraw it, using the new forms below:

Amendment of Foreign Registration

Statement of Withdrawal of Foreign Registration

Foreign Entity Withdrawal Statement on Dissolution or Conversion

Transfer of Foreign Entity Registration

The new law also permits the Secretary of State's Office to terminate a registration for the following      reasons:

  • Failure to pay any fee, interest, or penalty due to the secretary of state
  • Failure to deliver an annual report when it is due
  • Failure to maintain a registered agent

Please note:

The Washington Secretary of State's office, Corporations and Charities Division does not evaluate or determine if a business qualifies as "doing business" in Washington State. Businesses are encouraged to seek legal advice to answer this question because it involves several topics like business liability, personal liability, business licensing, taxation and others. The Corporations and Charities Division will help you with the appropriate filing once you have made your decision.