Alabama Foreign LLC Registration: Certificate of Authority (Step-by-Step)

1. What is a Foreign LLC in Alabama?

In Alabama, the word “foreign” does not mean international. It means your LLC was formed outside Alabama—either in another U.S. state or another country—and you now want to legally operate in Alabama.

When you register your out-of-state LLC in Alabama, you receive authority to do business in the state. Many people call this a Certificate of Authority, and the official filing is the Foreign Limited Liability Company Application for Registration.

2. Do you need to register in Alabama?

You typically must register if your LLC is transacting business in Alabama. While the exact definition depends on facts, common triggers include:

• Having an office, warehouse, or physical location in Alabama
• Hiring employees or contractors working from Alabama
• Signing contracts in Alabama or performing services there regularly
• Owning or leasing significant property in Alabama

Sometimes you may not need registration

Many states allow certain activities without “doing business” registration, such as: one-time transactions, maintaining a bank account, or internal company activities. If your operations will touch Alabama customers, employees, or facilities, it’s safer to qualify.

3. Requirements checklist

Before you file, make sure you have these ready:

1. Legal LLC name as it exists in your formation state
2. Alabama name reservation certificate (required before filing)
3. Alabama Registered Agent with a physical Alabama street address
4. Principal office address and mailing address
5. Formation state and your LLC’s original formation date
6. Planned Alabama start date (when you begin business in Alabama)

Think of foreign registration like “opening a legal branch presence” in Alabama while keeping your LLC at home state intact.

4. Name rules + name reservation

Alabama requires a Certificate of Name Reservation before you submit your foreign LLC registration. Your name in Alabama must:

1. Include LLC, L.L.C., or “Limited Liability Company”
2. Be distinguishable from existing Alabama entities
3. Avoid restricted terms unless approved (e.g., “bank”, “insurance”, etc.)
4. Match your legal name—or use an Alabama “fictitious name” if needed

5. Registered Agent requirements

Every foreign LLC must appoint a Registered Agent in Alabama. This agent receives:

• Service of process (lawsuits)
• Official state notices
• Compliance and tax reminders (when sent)

Who can be a Registered Agent?

1. An Alabama resident with a physical street address (no PO Boxes)
2. A business authorized to act as a registered agent in Alabama

Why hire a professional agent?

1. Privacy: keep your home address off public filings
2. Reliability: never miss legal notices
3. Consistency: especially useful if you’re a non-U.S. or out-of-state founder

6. How to register a foreign LLC in Alabama (step-by-step)

Step 1: Confirm your LLC is active in its home state

Keep your home state LLC in good standing. If your home state requires annual reports or franchise taxes, ensure those are current—because many partners (banks, vendors, marketplaces) will ask for proof of good standing.

Step 2: Reserve your Alabama name (required)

Alabama requires a Certificate of Name Reservation before you file your foreign registration. If your legal name is unavailable in Alabama, reserve an acceptable Alabama name (or a fictitious name) for use in Alabama.

Step 3: Appoint an Alabama Registered Agent

Your registered agent must have a physical street address in Alabama and be available during business hours to accept official documents.

Step 4: File the Foreign LLC Application for Registration

File the Foreign Limited Liability Company (LLC) Application for Registration with the Alabama Secretary of State. This is the core document that grants your LLC authority to do business in Alabama.

• Include your legal name and Alabama use-name (if different)
• Attach a copy of your Name Reservation certificate
• Provide your principal office address
• List your Alabama registered agent and Alabama registered office address
• Provide your Alabama “start date” (began/will begin doing business)

State filing fee: $150 (foreign LLC registration filing fee)

Step 5: Receive approval (Certificate of Authority)

Once approved, your out-of-state LLC is legally authorized to transact business in Alabama. Keep your approval documents saved—vendors, banks, and payment processors may request them.

7. After approval: taxes, licenses, banking

A) Alabama Business Privilege Tax (BPT)

Most LLCs operating in Alabama have ongoing tax obligations. Alabama uses a Business Privilege Tax system for many entity types. New entities often need an initial filing shortly after qualifying/starting business, and then ongoing annual filings based on the taxable year and entity type.

B) Local business license (city/county)

Many businesses need a local business license where they operate. This can vary by city and county in Alabama and depends on your activities (retail, services, professional work, etc.).

C) EIN and banking

If you already have an EIN for your existing LLC, you typically keep it—foreign registration doesn’t create a new entity. Banks may still ask for:

• Alabama foreign registration approval (authority to do business)
• Your Operating Agreement (often requested)
• EIN confirmation letter (IRS) (EIN resource)
• Owner/manager ID

8. Alabama foreign LLC fees & ongoing costs

• Name Reservation: typically ~$25 (online convenience fee may apply)
• Foreign LLC Registration Filing: $150
• Registered Agent: commonly $50/year (service providers vary)
• Local Business License: varies by city/county and activity
• Ongoing taxes: Business Privilege Tax filings may apply

9. Compliance tips (simple and practical)

• Keep your Alabama registered agent active and address updated
• Stay in good standing in your formation state (reports/taxes there still matter)
• Track Alabama tax filing dates and local license renewals
• Use one compliance folder: approvals, name reservation, agent info, EIN letter, operating agreement
• If your Alabama “use name” changes, handle updates properly to avoid banking or contract issues

10. Conclusion

Alabama foreign LLC registration is the legal bridge between your existing LLC and doing business in Alabama. Once you reserve the name, appoint a registered agent, and file the Application for Registration, you can operate with confidence—and avoid compliance headaches later.

With FormLLC, you get a clear checklist and guided support so your Alabama foreign registration is done right the first time.