Entity Structuring Question: Delaware LLC & Foreign Registration

searcher profile

February 18, 2026

by a searcher from Northwestern University - Kellogg School of Management in Chicago, IL, USA

If your fund is a Delaware LLC, did you also register as a foreign entity in your home/search state? Curious what’s standard vs optional here.
0
5
57
Replies
5
commentor profile
Reply by a professional
from University of Pennsylvania in New York, NY, USA
If you are "conducting business" in a state, you are supposed to qualify to do business there. Whether you are conducting business is not a bright line rule but things like maintaining an office, having employees or ongoing revenue in a state are typically viewed as clear evidence of business conduct.
commentor profile
Reply by a professional
from New York University in New York, NY, USA
Without giving advice on your particular circumstances, we generally have clients file an authorization to do business/foreign registration for a Delaware Holdco in the search state since that is where the OpCo will operate.
commentor profile
+3 more replies.
Join the discussion