Nebraska Certificate of Authority / A Delaware company
A Delaware company getting a Nebraska certificate of authority
Two Delaware entities, two prices: the LLC's Nebraska certificate of authority is $100 online with $10 for the certificate, and the corporation's is $100. Delaware meanwhile keeps taxing an LLC at $400 a year, which puts an LLC's first Nebraska year at $510.
Delaware LLC and Delaware corporation compared
| Item | Delaware LLC | Delaware corporation |
|---|---|---|
| Nebraska fee online | $100 | $100 |
| Home paper | Original certificate of existence | Certificate under 60 days |
| Nebraska reports | Odd years | Even years |
| What Delaware charges for it | $50, short form | $50, short form |
Buying the Delaware paper
The Nebraska LLC form asks for an original certificate of existence. The corporation form asks for one issued inside the last 60 days. Delaware's short form is $50. An LLC with unpaid Delaware tax cannot get good standing, so the tax is paid before the certificate is requested.
Delaware keeps billing
An LLC owes Delaware $400 by June 1 each year, with $200 added when it is late, for any year in which its records show it active. Nebraska's cycle is every other year, so the two sets of dates differ.
Two reporting cycles
A Delaware LLC reports in Nebraska in odd years, by April 1. A Delaware corporation reports in even years, by March 1. Delaware's own corporate filings follow Delaware's dates, which this site does not cover.
Agents in two states
The Delaware agent has no standing in Nebraska. Here the agent has to be a member of the entity or a designated third party who lives in Nebraska, or a corporation authorized to transact business in Nebraska, with an office identical to the registered office.
If Nebraska refuses the name
A Delaware name that Nebraska finds unavailable or noncompliant is handled on the form: an LLC uses the alternate name line, and a corporation adopts a fictitious name by board resolution.
A worked case: a Delaware corporation with an Omaha office
Imagine a Delaware corporation opening a sales office in Omaha with three employees. It buys a Delaware certificate issued inside 60 days for $50, lists its officers and directors, names an Omaha agent and files online for $100. It then reports in even years.
Steps for a Delaware entity
Settle things in Delaware
Pay whatever Delaware needs before it will certify good standing.
Pick the Nebraska form
The LLC application or the corporation application.
Appoint a Nebraska agent
A resident of Nebraska, or a company that holds authority here.
Order the certificate
Short form at $50, with the age that suits the form.
Sign and file
Online or in the office.
A Delaware LLC buying a rental house
Say a Delaware LLC buys a rental house in Lincoln. For an LLC, owning income-producing property in Nebraska is transacting business, so it needs the certificate. It pays Delaware's tax, buys the original certificate for $50, names a Lincoln agent and files online for $100 with the certificate line.
Delaware certificate choices
Delaware also sells a long form for $175. The Nebraska forms ask for a certificate of existence or good standing. Which Delaware document fits is settled during preparation.
When the Delaware tax is late
An LLC that pays late, after June 1, owes $600 instead of $400, before interest. Delaware holds back good standing until the account is clear, which can delay the Nebraska filing and age the other papers.
Putting the dates together
Delaware's LLC tax falls on June 1. Nebraska's LLC window opens in January of odd years and closes April 1, and its corporation date, March 1, comes in even years. Put them on one calendar.
Coordinating with the Delaware agent
The Delaware agent has no role in Nebraska, yet the order of tasks begins in Delaware: tax, then certificate, then Nebraska.
A Delaware nonprofit
A Delaware nonprofit applies on the Nebraska nonprofit form for $25 online, with a certificate of good standing dated within 60 days, and it reports in odd years.
If the Nebraska authority is revoked
A Delaware LLC revoked for a missed report starts again with a new application. A Delaware corporation can reinstate by mail. Neither outcome touches the Delaware record.
Ending the Nebraska authority
Leaving costs $25 online, by notice for an LLC or by certificate for a corporation or nonprofit. See the withdrawal page.
Keeping the Delaware record clean
Nothing in the Nebraska filing changes the Delaware record, but a Nebraska filing built on a Delaware certificate is only as good as Delaware standing. Keep the Delaware tax and agent current for as long as the Nebraska authority lasts.
Delaware questions
Does Delaware tax count toward Nebraska?
No. Each state bills its own.
Which Delaware document do I order?
Preparation includes picking the right one. The short form is $50.
Is a Delaware corporation different from an LLC here?
Yes, in the form, the fee, the home paper and the report year.
The cost in two parts
Get my Nebraska authority
Nebraska
$199
+ the Nebraska fee for your entity
- The Nebraska application for your entity type, built from what you tell us
- A check of your home paper against what that application requires
- Your agent and office in Nebraska, from us or chosen by you
- The completed record, returned to you
- Renewal: after the first year, the agent service renews at $149 a year
Filed online, Nebraska's charge is $100 for an LLC, $100 for a corporation or $25 for a nonprofit, shown on its own line. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Nebraska Secretary of State, forms and fee information
- Delaware Division of Corporations, LLC/LP/GP annual tax
- Nebraska Application for Certificate of Authority to Transact Business, foreign corporation
- Delaware Division of Corporations fee schedule (PDF)
- Delaware Code Title 6, chapter 18, subchapter XI (fees and annual tax)
- Division of Corporations, pay taxes and file annual reports
- Nebraska Secretary of State, annual and biennial reporting
- Nebraska Secretary of State, new business information
- Nebraska Application for Certificate of Authority, foreign LLC
- Neb. Rev. Stat. 21-159, noncomplying name
- Neb. Rev. Stat. 21-157, activities not transacting business
- Division of Corporations, certificates of status and entity status online
- Nebraska Application for Certificate of Authority, foreign nonprofit corporation
- Nebraska Secretary of State, reinstatement information
Need a Nebraska certificate of authority?
Give us the entity type and we arrange the form, the home paper and the agent.