Foreign corporation

Foreign corporation is a term used in the United States to describe an existing corporation (or other type of corporate entity, such as a limited liability company or LLC) that conducts business in a state or jurisdiction other than where it was originally incorporated.[1] The term applies both to domestic corporations that are incorporated in another state and to corporations that are incorporated in a nation other than the United States (known as "alien corporations").[2] All states require that foreign corporations register with the state before conducting business in the state.[3]

For U.S. federal tax purposes, where "foreign corporation" means a corporation that is not created or organized in the United States.[4] For tax purposes, the Internal Revenue Service (IRS) treats all domestic companies in the same manner for tax purposes, without regard to where they were originally formed or organized within the United States, but applies different rules to companies that are formed or organized outside of the US.

  1. ^ For example, Title 8, § 371 of Delaware's Corporation law states "(a) As used in this chapter, the words "foreign corporation" mean a corporation organized under the laws of any jurisdiction other than this State." Title 8 Retrieved September 30, 2008. Wyoming Statute 17-16-140 (a) (x) states a Foreign corporation "means a corporation for profit incorporated under a law other than the law of this state". District of Columbia code § 29-101.02.(2) defines a "foreign corporation" as incorporated anywhere except the District of Columbia or which are chartered by Congress. The same term is basically used in all U.S. jurisdictions that charter corporations.
  2. ^ "Alien corporation". Encyclopaedia Britannica. Vol. 1 (14 ed.). 1930. p. 628.
  3. ^ Klem, Stanley M. (1980). "Qualification Requirements for Foreign Corporations: The Need for a New Definition of "Doing Business" Based on In-State Sales Volume". University of Michigan Journal of Law Reform. 14 (1): 86. Retrieved 12 June 2019.
  4. ^ See 26 U.S. Code § § 7701