What is a Washington certificate of authority?
Companies are required to register with the Washington Secretary of State before doing business in Washington. Businesses that are incorporated in another state will typically apply for a Washington certificate of authority. Doing so registers the business as a foreign entity and eliminates the need to incorporate a new entity.
Operating without a certificate of authority may result in penalties or fines. In addition to the state’s requirements, licensing agencies, banks, and vendors will often request a certificate of authority.
When do I need a certificate of authority?
The most common reasons for applying for a certificate of authority include:
- Opening an office or physical location within the foreign state
- Hiring an employee who resides within the state
- Before beginning a contract or a job in a new state
- A vendor or bank’s requirements
- Licensing authority requirements
How do I get a Washington certificate of authority?
To obtain your Washington Certificate of Authority, you will submit an Application for Certificate of Authority, along with required certificates or certified copies from your home state. You will need to appoint a registered agent in order for your filing to be approved. Be sure to follow the state’s instructions carefully, as they can reject a document for the smallest error.
For Foreign Corporations:
| Agency: | Washington Secretary of State - Corporations Division |
| Form: | |
| Filing Method: | Mail or online. |
| Agency Fee: | $180 |
| Law: | |
| Penalties: | Corporations that do business in Washington prior to foreign qualification may be subject to penalties of $60 for each year prior to foreign qualification. |
| Certified Copy Requirement: | Certified copies not required. |
| Certificate of Good Standing Requirement: | Certificate of existence dated within 60 days. Must submit original copy. |
For Foreign Limited Liability Companies:
| Agency: | Washington Secretary of State - Corporations Division |
| Form: | |
| Filing Method: | Mail or online. |
| Agency Fee: | $180 |
| Law: | |
| Certified Copy Requirement: | Certified copies not required. |
| Certificate of Good Standing Requirement: | Certificate of existence dated within 60 days. Must submit original copy. |
For Foreign Nonprofit Corporations:
| Agency: | Washington Secretary of State - Corporations Division |
| Form: | Foreign Nonprofit and Nonprofit Professional Service Registration |
| Filing Method: | |
| Agency Fee: | $30 |
| Law: | |
| Penalties: | Nonprofits that do business in Washington prior to foreign qualification may be subject to penalties of $10 for each year prior to foreign qualification. |
| Certified Copy Requirement: | Certified copies not required. |
| Certificate of Good Standing Requirement: | Certificate of existence dated within 60 days. Must submit original copy. |
For Foreign Professional Corporations:
| Agency: | Washington Secretary of State - Corporations Division |
| Form: | |
| Filing Method: | Mail or online. |
| Agency Fee: | $180 |
| Law: | |
| Certified Copy Requirement: | Certified copies not required. |
| Certificate of Good Standing Requirement: | Certificate of existence dated within 60 days. Must submit original copy. |
For Foreign Limited Partnerships:
| Agency: | Washington Secretary of State - Corporations Division |
| Form: | |
| Filing Method: | Mail or online. |
| Agency Fee: | $180 |
| Law: | |
| Certified Copy Requirement: | Certified copies not required. |
| Certificate of Good Standing Requirement: | Certificate of existence dated within 60 days. Must submit original copy. |
For Foreign Limited Liability Partnerships:
| Agency: | Washington Secretary of State - Corporations Division |
| Form: | |
| Filing Method: | Mail or online. |
| Agency Fee: | $180 |
| Law: | |
| Certified Copy Requirement: | Certified copies not required. |
| Certificate of Good Standing Requirement: | Certificate of existence dated within 60 days. Must submit original copy. |
What do I need from my home state?
In order to obtain a Washington Certificate of Authority, you must also submit:
- Limited Liability Company: Certificate of existence dated within 60 days. Must submit original copy.
- Corporation: Certificate of existence dated within 60 days. Must submit original copy.
- Limited Partnership: Certificate of existence dated within 60 days. Must submit original copy.
- Limited Liability Partnership: Certificate of existence dated within 60 days. Must submit original copy.
- Nonprofit Corporation: Certificate of existence dated within 60 days. Must submit original copy.
- Professional Corporation: Certificate of existence dated within 60 days. Must submit original copy.
What is a registered agent?
A registered agent receives service of process and government notices on behalf of your business. When you prepare your Washington Certificate of Authority application, you must list a registered agent with a physical address within the state (P.O. Boxes are not allowed).
Many businesses do not have an individual or physical address in a new state. Listing our local registered agent address on your certificate of authority application meets the state’s requirements. Additionally, you get same day document scanning from our local office in all 50 states and DC. Our registered agent service is a flat rate of $99 per year, and you can easily add our service to any certificate of authority order.
What is the contact information for the state?
Washington Secretary of State - Corporations DivisionPhysical Address:
801 Capitol Way South, PO Box 40234
Olympia, WA 98504-0234
Phone: (360) 725-0377
Website: http://www.sos.wa.gov/corps/
Name Search: http://www.sos.wa.gov/corps/corps_search.aspx
Forms: http://www.sos.wa.gov/corps/Forms.aspx
Online Filing: http://www.sos.wa.gov/corps/
Email: corps@sos.wa.gov
