Maine foreign LLC registration
Maine calls it qualification, and the price list has some surprises
Form MLLC-12 costs $250, the yearly report $150, and a nonprofit pays only $45.
Statement
Form MLLC-12 is drafted and signed.
Proof
Existence proof under 90 days old joins it.
Qualified
Maine files the statement and your LLC may operate.
Maine foreign LLC registration is a $250 filing called a statement of foreign qualification, made on Form MLLC-12 and accompanied by home-state proof of existence that is under 90 days old. We prepare the statement and the cover letter and send them to Augusta for $199.
- Form MLLC-12 prepared
- Certificate checked against 90 days
- Maine agent available
An illustration. Your record shows your own LLC.
Maine Secretary of State
Statement of Foreign Qualification
- LLC
- Sample Pine Tree Supply LLC
- Formed in
- New Hampshire
- Registered agent
- Maine office on file
Your order includes
The statement of qualification
Form MLLC-12 is Maine's form for a foreign LLC. It carries twelve numbered items.
Certificate timing
Maine wants proof of existence issued in the last ninety days. We tell you when to order it.
The fee in view
Maine charges $250 for an LLC, and $150 for each yearly report afterward.
An agent entered correctly
Maine asks whether the agent is commercial or not. We complete that part, with ours or yours.
The June 1 report
Your first yearly report is due January 1 to June 1 of the year after the calendar year the statement was delivered.
A real reply
Put a question about your Maine filing to us and a preparer answers.
How an order proceeds
Give us the details
Name, formation date and state, principal office, managers and the business to be done in Maine.
Order proof of existence
Request it from the formation state, timed so that its issue date falls in the last 90 days before delivery.
Choose the agent
Maine asks whether the agent is a commercial registered agent or a noncommercial one, and what its address is.
Sign the statement
An authorized person signs. The signature counts as an oath under the false swearing statute.
We file
The statement, the proof, the cover letter and payment go to the Secretary of State's corporations division.
Maine at a glance
- Form
- Form MLLC-12, Statement of Foreign Qualification to Conduct Activities
- Filed with
- Maine Secretary of State, Division of Corporations, UCC and Commissions
- Fee for an LLC
- $250
- Home proof
- A certificate of existence or similar document, no older than 90 days
- Signature
- An authorized person, under penalty of false swearing
- Faster filing
- $50 for the next business day or $100 the same day
- Yearly report
- $150, legal deadline June 1
Qualification, not registration
Maine's statute for LLCs from elsewhere is titled the statement of foreign qualification, and the verb is conduct activities. Maine bars an LLC from elsewhere from conducting activities unless it follows the subchapter, and it may not start until the Secretary of State has its statement in the records.
What each entity type pays
| Entity | Maine form | Filing fee |
|---|---|---|
| Limited liability company | MLLC-12 | $250 |
| Business corporation | MBCA-12 | $250 |
| Nonprofit corporation | MNPCA-12 | $45 |
| Limited partnership | MLPA-12 | $250 |
| Limited liability partnership | MLLP-12 | $250 |
Four of the five cost the same. The nonprofit price is a fraction of the rest. The LLC form page and the corporation form page walk through the two forms most readers need.
The twelve items on Form MLLC-12
The form has 12 numbered items. They cover a required name ending or fictitious name, the formation date and state, the nature of the Maine business, the registered agent and the agent's consent, the managers, the date activities begin, a professional LLC box, a series LLC box, and the proof of existence. The MLLC-12 walkthrough goes through each in order.
What Maine accepts as proof of existence
Maine wants a certificate of existence, or another document the Secretary of State finds suitable, showing that the LLC exists under the law of its home state. The proof has to carry an issue date inside the 90 days before the statement arrives.
Two kinds of agent
The statement names either a commercial registered agent, identified by its public number, or a noncommercial agent with a name and a physical Maine address. A post office box does not qualify. Whichever you choose, naming the agent counts as the LLC's assurance that the agent agreed to serve. See the agent page.
How fast, and how Maine charges for speed
The cover letter that travels with the statement offers two paid speeds. Next-business-day filing adds $50 and same-day filing adds $100. Only one expedite fee is due when several documents for one entity go in together.
The yearly bill
A foreign LLC pays $150 for each annual report, which is almost double the $85 a Maine LLC pays. The legal deadline is June 1. A report that is late draws a $50 penalty on top of the fee, and an unpaid penalty is its own ground for revocation. The annual report page has the rest.
If you skip it
Carrying on activities in Maine with no statement filed means no debt-collection suit in a Maine court, a civil charge of $500 for every calendar year or fraction of one, and may be enjoined from continuing. The LLC's acts are not undone, and it can still answer a lawsuit. See the penalty page.
What the first year costs
Maine's charges for an LLC start at $250 for the statement and reach $400 with the first annual report. A fictitious name statement adds $40, a statement of change is $90, or $35 for a new principal office address alone, and cancellation is $90. Same-day handling brings the statement itself to $350. Payment is by check, money order or the published card voucher. A certificate of existence from Maine costs $30.
Leaving Maine
An LLC that has finished in Maine files a statement of cancellation on Form MLLC-12B for $90. Filing it before a report is due excuses that report. See the cancellation page.
The customer contact cover letter
The forms come with a one-page cover letter. It names the entity, offers the two paid speeds, collects the fee total, and asks for a contact person with a daytime number, an email for the filing and a second email for annual report reminders. It also names whoever is to receive the attested copy and has a box to hold that copy for pick-up in Augusta. A cover letter lacking a contact name and any phone or email sends a faulty filing back unfixed.
Where it goes and how it is paid
Mail the package to Department of the Secretary of State, Corporations, UCC and Commissions, 101 State House Station, Augusta, ME 04333-0101. Couriers use 6 E. Chestnut Street, 5th Floor, Augusta, ME 04330. Maine takes a check or money order in the name of its Secretary of State, or a credit card used through a published voucher form.
The name Maine will accept
The name used in Maine must carry an LLC marker: limited liability company, limited company, L.L.C., LLC, L.C., LC, or L3C for a low-profit LLC. A home name that lacks one needs a Maine name that adds it. A name that is unavailable in Maine needs a fictitious name, which is filed on Form FICT-4 for $40. If adding the marker is the only difference from the home name, no fictitious name filing is required.
Changes after qualification
When anything in the filed statement stops being true, the LLC delivers a statement of change promptly. A new agent, a new name or a new purpose goes on Form MLLC-12A for $90. A new principal office address alone costs $35.
The LLC's duties on a calendar
| When | What the LLC does | Cost to Maine |
|---|---|---|
| At qualification | File Form MLLC-12 with proof of existence | $250 |
| January 1 to June 1 of the next year | File the first yearly report | $150 |
| Each year by June 1 | File the annual report | $150 |
| When the agent or business changes | File Form MLLC-12A | $90 |
| When Maine work ends | File Form MLLC-12B | $90 |
Professional and series LLCs
Two optional boxes on the form need a line here. A professional LLC qualified under Maine's professional corporation chapter ticks item TENTH and names its services. An LLC governed by an agreement that creates designated series ticks item ELEVENTH and attaches an exhibit with the additional information the statute lists.
Corporations, nonprofits, partnerships and LLPs
Each entity type has its own form. A foreign corporation files Application for Authority to do Business on Form MBCA-12. A foreign nonprofit files Application for Authority to Carry on Activities on Form MNPCA-12. A foreign limited partnership files Application for Certificate of Authority on Form MLPA-12, and a foreign LLP files Application for Authority to do Business on Form MLLP-12. The corporation form has its own page; the others are summarized in the guide.
Questions to settle before ordering
Four answers speed the job. Does the LLC have managers, or do its members run it? Does its home name end in a recognized LLC marker? Who will be the Maine agent, and is that agent commercial or not? And is the Maine work already under way, so that the start date in item NINTH is in the past?
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Our fee and Maine's
- Form MLLC-12 completed from your answers, with the cover letter
- Your home-state proof tested against Maine's 90-day limit
- A Maine registered agent for the statement, either ours or the one you pick
- The package mailed to the corporations division, then your qualification record returned
- Renewal: after the first year, the agent service renews at $149 a year
Checkout lists Maine's $250 on a separate line. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Maine foreign LLC questions
How much will Maine charge to qualify my foreign LLC?
$250 to the Secretary of State on Form MLLC-12, plus $199 from us.
What does a foreign LLC file in Maine?
Form MLLC-12, the statement of foreign qualification.
Does the statement need notarizing?
The form has no notary block. It calls for the signature of an authorized person.
How old can the proof of existence be?
Issued within the 90 days before delivery.
What does the yearly report cost?
$150, due by June 1.
What does a nonprofit pay?
$45 on Form MNPCA-12.
Can I get same-day filing?
Yes, for $100 more, per entity.
What is the penalty for not qualifying?
$500 for every calendar year or fraction of one, plus the loss of court access for collecting debts.
Sources
- Maine Secretary of State, foreign entities
- 31 MRSA 1680, fees
- 31 MRSA 1622, statement of foreign qualification required
- Maine Form MLLC-12, statement of foreign qualification
- 31 MRSA 1665, annual report
- Maine Secretary of State, business corporation forms
- Maine Secretary of State, nonprofit corporation forms
- Maine Form MLPA-12, limited partnership application for certificate of authority
- Maine Secretary of State, filing an annual report
- Maine Form MLLP-12, limited liability partnership application for authority
- Maine Form MLLC-12A, statement of change of foreign qualification
- 31 MRSA 1625, grounds for revocation
- 31 MRSA 1629, effect of failure to have statement of foreign qualification
- Maine Secretary of State, limited liability company forms and fees
- 31 MRSA 1628, statement of cancellation of foreign qualification
- 13-C MRSA 123, filing fees for corporations
- 31 MRSA 1624, name of a foreign limited liability company
- Maine Form MBCA-12, application for authority to do business
- 13-C MRSA 1503, application for authority
- Maine Form MNPCA-12, nonprofit application for authority
Maine qualification, drafted and filed
Give us the LLC details and we prepare the statement, the cover letter and the package.
