A foreign entity is a corporation or LLC that was formed or created in a state or country other than Arizona. Entities created under federal or Indian tribal law are also considered foreign entities. Use the FILE feature to access the form and instructions.

If a foreign entity wants to transact business or conduct affairs in Arizona, it must register with the Arizona Corporation Commission. The entity must determine for itself if its activities constitute the transaction of business – the A.C.C. does not make this determination because it involves a legal analysis of the entity’s business compared to the applicable statute, and the A.C.C. does not and cannot provide legal advice to the public.

Foreign corporations must submit to the A.C.C. an Application for Authority to Transact Business or Conduct Affairs. Additional documents must accompany the Application – read the Instructions to the Application for Authority to ensure that you attach all necessary documents. Use the FILE feature to access the form and instructions.

Foreign LLCs must submit to the A.C.C. a Foreign Registration Statement. Additional documents must accompany the Application – read the Instructions to the Application for Registration to ensure that you attach all necessary documents. Use the  FILE feature to access the form and instructions.

If a foreign entity restates or amends its articles in the state or country of its incorporation or formation, then it must file with the A.C.C. a copy of the document evidencing that restatement or amendment within 60 days of the effective date of the restatement or amendment. For example, if a Texas corporation or LLC amends its articles in Texas, it must file a certified copy of that amendment with the A.C.C. within 60 days of the filing in Texas. As another example, if a Texas corporation or LLC is the surviving entity in a merger, and that merger amended the articles of the Texas corporation or LLC, then a certified copy of the merger must be filed with the A.C.C. within 60 days of the filing in Texas. See also the guide for foreign conversions.

Foreign corporations – please note that if any such amendment or merger is submitted more than 60 days after the date of filing in the foreign jurisdiction, a $100 penalty will be owed when the document is submitted to the A.C.C. This penalty does not apply to foreign LLCs.

This applies only to foreign corporations, not LLCs. A foreign corporation must apply for new authority to transact business in Arizona if it changes any of the following:

• Its actual corporate name or the name under which it has obtained authority in Arizona;
• The period of its duration; or
• The state or country of its incorporation.

Access the A.C.C. form for Application for New Authority by using the FILE  feature. Read the instructions to the Application for New Authority to make sure you attach any necessary documents. See also the guide for foreign conversions.

It does not amend the original application. Instead, there are circumstances where a foreign corporation might have to seek new authority. See the immediately preceding question and answer. Access the A.C.C. form and instructions using the FILE feature. See also the guide for foreign conversions.

By submitting to the A.C.C. Foreign Registration Amendment. Read the Instructions to the Articles of Amendment to make sure you attach any necessary documents. Access the A.C.C. form and instructions using the FILE feature. See also the guide for foreign conversions.

Yes, if either of the following is true:

1. Any statement in the Foreign Registration Statement was false when made; or
2. Any arrangements or other facts described have changed, making the application inaccurate in any respect.

The amendment can be made by submitting Foreign Registration Amendment. Read the Instructions to the Articles of Amendment to make sure you attach any necessary documents. Access the A.C.C. form and instructions using the FILE feature. See also the  guide for foreign conversions.