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All 50 U.S. states, including Wisconsin, require companies to appoint a registered agent, regardless of whether the business is a corporation or limited liability company (LLC), domestic or foreign.
Corporations: A “corporation” is a commercial institution with a distinct legal identity. It has its own privileges and liabilities that are separate from those of its members. Two kinds of corporations exist: S corporations and C Corporations. In general, the profits and losses of S corporations are passed through to its shareholders, who report the income or loss on their own individual income tax returns. In essence, S corporations do not pay income taxes. For C corporations, however, both the corporation’s profits and the shareholders’ dividends are subject to taxation.
LLC: An LLC is a business entity that blends the elements of both partnership and corporate structures, allowing its owners to reduce their formal regulatory obligations while enjoying limited liability.
States allow companies to delegate their registered agent responsibilities to third party providers who agree to receive legal documentation from the state on behalf of the company. National Registered Agents, Inc. (NRAI, www.registeredagent.com) is a professional provider of registered agent services for many small to medium size businesses in Wisconsin, including both corporations and LLCs. Some states may also require companies to designate a registered office, which NRAI can also provide. A registered office is a physical location where the company receives documentation from the state. This office may or may not be different from the company’s regular place of business.
In addition to registered agent and registered office services, NRAI also has a network of corporate service professionals who can provide you with management tools you need to help you run your business. These services include an extensive online document library where you can find forms and applications for all 50 U.S. states. We also have an email notification service called Company Guard® that helps keep clients up to date on important filing dates via e-mail notifications. To learn more about our services, call us at (800) 520-6724 and one of our customer service specialists can work with you to find a customized solution for your business. At NRAI, we pride ourselves on our excellent personalized consultative service that allows us get to know your company and ensure that your needs are met.
1. Forming a Domestic Corporation in Wisconsin
All new corporations must choose a name with the following words in it: Incorporated, Corporation, Company, Limited, corp., inc. co., or ltd. The fee for reserving a name is $15 and you may reserve the name for up to 120 days. The registered agent you choose must maintain a physical address in the State of Wisconsin where the agent can be reached during normal business hours. File one executed and one conformed copy of your Articles of Incorporation with the Wisconsin Department of Financial Institutions, and include a $100 check to cover the filing fee. Add an additional $25 for expedited service.
2. Forming a Foreign Corporation in Wisconsin
Registering a foreign corporation for business in Wisconsin is very similar to establishing a domestic corporation. However, there are no specific requirements when choosing a name. File the following documents with the Wisconsin Department of Financial Institutions: a Certificate of Status from the state where your corporation is incorporated, along with one original and one conformed copy of your completed Application for Certificate of Authority for Foreign Business Corporation. The filing fee is $100 plus $2 for every $1,000 of the corporation’s capital exceeding $60,000 in Wisconsin.
Forming a Domestic Limited Liability Company in Wisconsin
The name of your new LLC must contain the words, “Limited Liability Company,” “Limited Liability Co.,” “L.L.C.,” or “LLC.” If the name of your business is available in the State of Wisconsin, you may submit a $15 and reserve it for up to 120 days. Submit to the Wisconsin Department of Financial Institutions one original and one copy of your Articles of Organization. The filing fee is $170. Again, you may pay an additional $25 if you would like to opt for expedited service.
Forming a Foreign Limited Liability Company in Wisconsin
To reserve a name for your foreign LLC, you must submit a $15 payment to reserve the name for up to 120 days. You must also file with the Wisconsin Department of Financial Institutions duplicate executed copies of your Application for Certificate of Registration of Foreign LLC. The filing fee is $100 and an additional $25 may be submitted for expedited service.
If your business has a registered agent who is not meeting the needs of your company, you can make a hassle-free transition to NRAI’s services by contacting us and providing our account representatives with the following information:
- A completed client information form
- Name of parent entity
- Complete name of each entity being changed
- The state of incorporation/formation and jurisdiction to be changed
- Name of current registered agent
- Date of incorporation
- Date of adoption of the board of directors giving authorization for change of registered agent
- Name and title of the authorized person(s) executing the documents
