Foreign Corporations

Question 1

What must a foreign corporation do in a state?

Answer 1

Foreign corporations transacting business in this state must qualify and pay prescribed fees

Question 2

A foreign corporation is one incorporated outside this state. Is Dunder-Mifflin Paper Co., which is incorporated in Pennsylvania, foreign?

Answer 2

Yes - anything outside of the state, does not matter if it is another country or not

Question 3

What does transacting business in the state mean?

Answer 3

Transacting business means the regular course of intrastate (not interstate) business activity. So it doesn’t include occasional or sporadic activity in this state, and not simply owning property here.

Question 4

What must a foreign corporation do in a state to qualify?

Answer 4

1. Must transact business in the state and;
2. The foreign corporation qualifies by getting a certificate of authority from the Secretary of State. It gives information from its articles and proves good standing in its home state. It must have a registered agent in this state and pay fees too.

Question 5

What happens if a foreign corporation transacts business without qualifying?

Answer 5

(1) civil fine and

2) cannot sue in this state (but it can be sued and defend

Question 6

Once the corporation qualifies and pays back fees and fines, can it then sue here?

Answer 6

Majority View - YES