Vermont Certificate of Authority / Do it yourself
Filing for a Vermont certificate of authority with no help
An entity that knows its type can get a Vermont certificate of authority on its own. Fees begin at $155, the Secretary of State favors online filing, and its published figure for an online filing is less than one business day. This page puts the work in order.
Step one: name your entity type
The fee, the paper and the report all follow from it. The amounts are $155 for LLCs, $155 for corporations, $175 for nonprofit corporations and $155 for limited partnerships.
Step two: collect what your type needs
An LLC needs its name, its governing law, the address of its designated office and its agent's name, email and address. A corporation needs a longer list: name, governing law, date of incorporation and duration, principal office, Vermont registered office and agent, and its directors and officers.
Step three: check the name
Use the Secretary of State's database before anything else. Vermont turns away a name that is too similar to an already registered name, such that it would confuse the public as to whom they are dealing with, and it advises filers against paying for a website or printed cards until the certificate is in hand.
Step four: line up the agent
The agent is an individual resident of Vermont or a business organization that has a place of business in Vermont and is authorized to conduct business there, and must have agreed to serve. With an outside agent, settle the arrangement now and collect name, email and address.
Step five: order the home paper
Last in the preparation, because it is the item with a clock. An LLC asks its home-state office for a certificate of existence or a document of similar import, authenticated by the official who keeps company records where the company was formed, dated not earlier than 90 days before the application is filed; a corporation asks for a certificate of good standing, or a document of similar import, authenticated by the official who keeps corporate records where the corporation was formed, and its limit is 30 days. Save the result as one of .jpeg, .jpg, .png, .gif, .bmp, .tif and .pdf.
Step six: open the online center
From the foreign registration page, follow the link to the Online Business Service Center. Existing users log in and new users create an account before choosing to register a foreign business. The account is also where the yearly report is filed.
Step seven: enter the statements and upload the paper
The screens follow the statute's list for your entity type. Enter each statement, attach the home paper and review the summary before you pay.
Step eight: pay
Pay the amount for your entity type; filing online adds nothing. The home state's charge for the paper is separate: $50 from Delaware, $0 from Wyoming.
If you prefer the mail
A paper application goes to Business Services Division, 128 State Street, Montpelier. Allow seven to ten business days, which is the state's own figure for mailed filings.
What the state looks for
Expect a rejection for a name that crowds one already registered, and no filing until all requirements are satisfied and the money is in. The paper must also be inside its window.
Once you hold the certificate
Put it with the entity's records, then diary the report. An LLC has 3 months from its year end and pays $170; a corporation has two and one-half months and pays $250; a nonprofit reports in alternate years.
When the entity has already been operating
Every uncertified day is charged at $50, with a ceiling of $10,000 for the year, and the fees due are added. Registering now does not erase days already counted. The penalty page gives the sums.
A budget to keep at hand
An LLC: $155 to file, $170 a year. A corporation: $155 to file, $250 a year. Add the home state's charge for the paper, and an agent fee if you use an outside agent.
The documents to have ready
Have four things to hand. The home paper, saved in a format the upload accepts. The agent's name, email and address, with the agent's agreement to serve. The entity's particulars for your type. And a way to pay: the online system takes an eCheck, and a paper check is offered on the payment screen.
Reading the fee table
Vermont's schedule gives the filing fee for each entity chapter. The first-filing figures for your type are on the fees page. Later filings have their own lines, such as an amendment at $35 for an LLC.
How the state describes its speed
By the state's own account an online filing normally takes less than one business day, and a mailed one needs seven to ten business days. Online is the route it prefers, and it does not surcharge it.
Handling a name that will not clear
An LLC with an unavailable name files an alternate one, and a corporation gives a corporate name that satisfies the naming section. To hold a name while you prepare, an LLC can reserve it for $25.
Online or mail?
Online suits an entity that can scan its home paper and wants the state's faster timing. Mail costs the same.
Who cannot file this way
Credit unions, insurers and railroads regulated under the state's other titles cannot use the LLC chapter. Financial businesses such as banks and insurers may owe the Department of Financial Regulation a registration of their own.
Changes after you hold the certificate
Two changes come up most. Changing to a name Vermont cannot take means an amended certificate, $35 for an LLC. A replacement agent is reported by statement of change, $35 for an LLC.
If you would rather not
We ask the same questions, write the statements for your type, order the paper and file online for $199.
Getting a Vermont certificate yourself
Name your entity type
It sets the fee and the paper.
Collect the details
Name, law, offices, agent, and officers for a corporation.
Search the name
Use the state database.
Order the home paper last
Inside the window for your type.
File online and pay
Upload the paper.
Calendar the report
Yearly for LLCs and corporations.
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.
Do-it-yourself questions
Is a fee added for online filing?
No.
Is paper accepted?
Yes.
Is it worth reserving the name?
Only to hold it while you prepare; an LLC pays $25 for that.
What stops an application?
A name too close to a registered one, an old home paper, a missing agent consent and an unpaid fee.
Can the name be held in advance?
For an LLC, yes: $25.
What if my entity is a nonprofit or a partnership?
The route is the same but the filing and the fee differ. Ask us before you start.
How long should I allow?
The state's figures are less than one business day online and seven to ten business days by mail.
Can a paper check be used?
Yes. A paper check is offered on the payment screen.
Is an account needed for the online route?
Yes, a user account in the business center. The paper route needs none.
Is the state fee the same on paper?
Yes. Paper and online carry the same filing fee.
In what format is the home paper uploaded?
As one of .jpeg, .jpg, .png, .gif, .bmp, .tif and .pdf.
What it costs
Get your Vermont certificate
+ $155 state filing fee
$155 is Vermont's fee for an LLC. Each other type of entity has its own fee, listed on the fees page. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
$199
Vermont Certificate of Authority
- An application written for your type of entity from your replies
- The home paper, requested so it is in date when we file
- A Vermont process agent, ours or yours
- The certificate of authority Vermont issues, forwarded to you
- Renewal: after the first year, the agent service renews at $149 a year
Sources
- Vermont Secretary of State, fees and statutes
- 11 V.S.A. 4112, application for certificate of authority
- 11A V.S.A. 15.03, application for certificate of authority
- Vermont Secretary of State, foreign registration
- 11 V.S.A. 1655, designation of agent for service of process
- Vermont Secretary of State, end business registration
- Vermont Secretary of State, annual and biennial reports
- Delaware Division of Corporations fee schedule (PDF)
- Wyoming Secretary of State, Business Division fee schedule
- 11 V.S.A. 4033, annual report
- 11A V.S.A. 16.22, annual report for the Secretary of State
- 11 V.S.A. 4119, effect of failure to obtain certificate of authority
- 11A V.S.A. 15.02, consequences of transacting business without authority
- 11 V.S.A. 4116, name of foreign limited liability company
- 11 V.S.A. 4011, nature of business and powers
- 11 V.S.A. 4008 and 4009, change and resignation of agent
Which Vermont certificate do you need?
Tell us what kind of entity you are and we write the filing that fits it.