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Does IT contracting LLC with clients outside state need to register as foreign company

Asked by: Pankaj Ahuja - 30 November, 2012 My Background :
I got a job as a IT contractor (for 6 months extendable) in Illinois and needed to form an LLC to do a Corp to Corp with a Recruitment company in California. The end client for which I'm hired is in Illinois so I will need to relocate to Illinois.

For this job I formed an LLC in Nevada using my friend's address in Virginia (I was living there at the time and I do not have a home state as I'm flexible and willing to move anywhere). I do not see myself staying in Illinois for longer than 6 months to a year.
I registered my LLC in Nevada a couple of months ago.

Two questions I have:

Q1 - Now that I am receiving payment for my work as IT contractor, do I need to register my LLC in Illinois as a foreign corporation ? Does taking or not taking Home office deductions matter in this case ?

Q2 - In the near future I plan to offer other IT services (like consultancy and staffing contractors) to other companies (outside of Illinois). All of these will be done as a Corp to Corp with no employees in the state of Illinois. Do I need to register my company in Illinois as Foreign corporation at that time ?

Answers to these questions will be really appreciated.

Answered by: Robert Kowalski - 2 December, 2012 Pankaj,

So if I understand your situation correctly, you have a Nevada LLC, through which you provide consulting services. You have a contract in Illinois for which you will relocate to this state for 6 months. Then you probably will be relocating to other states for new contracts.

If that understanding is correct, then you should register your LLC as a foreign entity in Illinois, and then later on in each state where you are relocating. However, once the contract is over, and if you don't anticipate new contracts in that state for the coming years, you could (and probably should) withdraw the foreign registration of your company from that state.


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