Pennsylvania Releases New Foreign Registration Statement

As of July 1, 2015, Pennsylvania released a new “Foreign Registration Statement,” for immediate use with all entities, and it simplifies choosing the right state form.

The Foreign Registration Statement, Form DSCB:15-412, which we have linked to here, will be used for all out-of-state entities, including LLCs, nonprofits, corporations, and partnerships. It replaces individual forms for each entity type. The fee to file the foreign registration statement is $250.

Gone are the days of figuring out which form to use. Now, all foreign entities use the same form! The state also provides comprehensive instructions for each entity type, which hopefully reduces the time you spend researching and contacting the Department of State. The state breaks down what you should do for each type of entity you have. Pay close attention to the details, however, as the state can and will reject your filing for any error.

Pennsylvania also plans for you to be able to file this form online. In December 2014, the state unveiled PennFile, an online system that streamlined LLC formation, incorporation, and changes of registered office. On the foreign registration statement, it reads “This form may be submitted online.” While PennFile doesn’t have this option yet (at the time of this post), we would expect that functionality to be released in the coming months.

What to include when I file the Foreign Registration Statement:

1) Docketing Statement

In Pennsylvania, you must include a docketing statement with this application.  The purpose of the docketing statement is to inform the PA Department of Revenue of a new business registration. There is no statutory fee associated with the docketing statement itself, but the state will reject applications that don’t include this form.

Once online filing is available, there’s a good chance there will be a “docketing statement” tab, and this can be completed through PennFile.

2) Entity specific attachments

You really need to pay attention if you have a restricted professional LLC (or professional corporation), or if your entity name is unavailable for use in Pennsylvania. These situations aren’t terribly common, so if they pertain to you, read the form’s instructions (they’re quite detailed).

What NOT to include when I file the Foreign Registration Statement:

1) Certificate of Existence/Good Standing

Pennsylvania is one of a few states that currently does not require a good standing certificate from your home state.

2) Certified Copies

Pennsylvania is again unusual in that they don’t require anything from your home state. There’s no need to submit certified copies of your formation documents, at least in Pennsylvania.

What does this mean for my business/clients?

First and foremost, if you are using, or planned to file an old, entity specific form, delete it. Begin using the new form immediately.

If you are a business owner, you’ll probably file once in Pennsylvania, so just make sure you use the right form. If you need help, Harbor Compliance specializes in getting your business registered. We’ll save you loads of time instead of figuring all this out!

If you are an attorney, accountant, or service company that regularly makes corporate filings, you understand how important it is to file the correct form. As trivial as it might sound, filing the wrong form leads to delays and added cost for you and your client. So, look to Harbor Compliance as we provide updates on the state’s changes, and start using the Foreign Registration Statement in Pennsylvania. And, if you’d like us to do the registrations for your clients, you can view our services online.