Vermont Certificate of Authority / LLC filing
The LLC application for a Vermont certificate of authority
To get its Vermont certificate, an LLC organized in another state files the Application for Certificate of Authority. The fee is $155 and the home paper is 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. The statute requires 4 statements in the application, and we draft it for $199.
The LLC filing at a glance
| Title | Application for Certificate of Authority |
|---|---|
| Fee | $155 |
| Attached | 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 |
| Filed with | Vermont Secretary of State, Business Services Division |
| Where | Online in the Online Business Service Center, or by mail |
| Result | A certificate of authority |
What does the application state?
The name of the company (and an alternate name if its own is unavailable in Vermont); the state or country whose law governs it; the address of its initial designated office; and the name, email and address of its agent for service of process in Vermont.
What may it also state?
Provisions that may go in an operating agreement; names, emails and addresses of owners, officers or other principals; and other matters not inconsistent with law. Leaving these out does not stop the state filing the application.
Which name goes on it?
The LLC's home name, unless Vermont cannot take it. In that case an alternate name goes in, since a foreign LLC whose name does not comply with the naming section adopts an alternate name for use in Vermont, and after it obtains a certificate with that name it transacts business here under the alternate name.
Which law is named?
Give the place of organization, a state or a country. What follows from naming it: the law of the state or country where the company is organized governs its organization, its internal affairs and the liability of its members and managers, and Vermont may not deny a certificate because that law differs from its own.
What is a designated office?
The LLC lists a Vermont address as its initial office. If the office moves, the change is filed at $35. Naming the agent is a different step.
Who is the agent?
An individual resident of Vermont or a business organization that has a place of business in Vermont and is authorized to conduct business there. The application gives the agent's name, email and address, and the LLC attests that the agent consents.
What does the certificate of existence need to be?
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. Online, upload it as one of .jpeg, .jpg, .png, .gif, .bmp, .tif and .pdf.
How is it filed, and how fast?
Online in the Online Business Service Center is the state's preferred route, with no surcharge, and normally takes less than one business day. Mailed applications take seven to ten business days.
What does the state send back?
When the application meets the filing requirements of the chapter and every filing fee has been paid, the Secretary of State files it and issues a certificate of authority to the company or its representative.
What are the optional items for?
Operating agreement provisions, principals' contact details and other lawful matters are allowed but optional. If you do include them, the information becomes part of the filing.
Why would the LLC amend later?
A name change that breaks the naming rule needs an amended certificate for $35. A new agent or designated office needs a statement of change at $35.
A last look at the statements
Read every statement against the entity's records before filing: name, governing law, designated office, agent. Vermont files whatever is submitted.
What do we do?
Give us the facts about the LLC and we do the rest: the application text, the certificate of existence ordered so that it is in date, and the online submission. We charge $199, and Vermont charges $155.
Filing the LLC application through us
Reply to the questionnaire
Name, home state, designated office, agent.
Read the draft
Test each statement against your records.
We get the certificate
Timed so that it is in date at filing.
We submit
Online, together with the $155 fee.
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.
LLC filing questions
How many statements are required?
4.
Who signs?
A person authorized to act for the LLC.
Can the LLC send a paper application?
It can, although the state prefers online.
What is the application called?
Application for Certificate of Authority, filed online.
What if the LLC name is unavailable?
It files an alternate name and trades in Vermont under it.
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
- Vermont Secretary of State, Business Services Division
- 11 V.S.A. 4033, annual report
- Vermont Secretary of State, end business registration
- Vermont Secretary of State, annual and biennial reports
- 11 V.S.A. 4116, name of foreign limited liability company
- 11 V.S.A. 4111, law governing foreign limited liability companies
- 11 V.S.A. 4008 and 4009, change and resignation of agent
- 11 V.S.A. 1655, designation of agent for service of process
Which Vermont certificate do you need?
Tell us what kind of entity you are and we write the filing that fits it.