Learn about when companies expand across state lines, and the potential for “foreign qualification” requirements, including the new state's goal for requiring foreign qualification, potential penalties, & more.

Learn about the steps that are required when doing business in a new state, which is called Foreign Qualification, including a name search and reservation, choosing a registered agent, & more.

Foreign Qualification 

Foreign qualification is the process of formally registering your business in a state other than your formation state. 

Salemi v. TMR Exploration, Inc., 2016 CA 0567 (La. App. 1 Cir. 6/13/17).  The Louisiana Court of Appeal ruled that Sec. 12:1502 of the Louisiana corporation law, which sets forth limitations periods for filing lawsuits against officers, directors, shareholders, etc. of business organizations formed under the laws of the state does not apply to the officers, directors, shareholders, etc. of corporations incorporated in another state but qualified to do business in Louisiana.…

BNSF Railway Co. v. Tyrrell, No. 16-405 (5/30/2017). The US Supreme Court ruled that (1) Sec. 56 of the Federal Employers’ Liability Act does not address personal jurisdiction

Kentucky Senate Bill 235 provides among other things that legal actions can be brought against domestic and foreign business entities in the county where their registered office is.

First National Bank of Omaha v. Spirit Medical Transport, 2017 Ohio App. LEXIS 1475 (4/21/17). The Ohio appellate court ruled that the plaintiff bank could not maintain an action in Ohio because it was not qualified to do business. 

Southern Railway Co. v. Dolan, 2017 Mo. LEXIS 66 (2/28/17).  The Missouri Supreme Court held that a foreign corporation does not consent to the general jurisdiction of Missouri’s courts by qualifying to do business and appointing a registered agent. 

Battery Alliance, Inc. v. Allegiant Power, LLC, 2017 Tenn. App. LEXIS 53 (1/30/17).  The Tennessee Court of Appeals ruled that a Florida LLC could maintain its counterclaim in Tennessee even though it had not qualified to do business.