| name | state-qualification |
| title | Application for Certificate of Authority |
| description | Drafts an Application for Certificate of Authority to qualify a foreign corporation in a target U.S. state. Use when a corporation needs foreign qualification, certificate of authority, interstate expansion compliance, or out-of-state business registration. |
| author | CaseMark |
| author_url | https://github.com/CaseMark/skills/tree/main/skills/legal/state-qualification |
| license | Apache-2.0 |
| version | 0.1.0 |
| execution_mode | open |
| jurisdiction | us |
| practice | corporate |
| language | en |
| tags | ["agreement","drafting","research"] |
Application for Certificate of Authority
Drafts a foreign qualification application enabling a corporation incorporated in one state to lawfully transact business in another U.S. state. Covers jurisdictional research, name availability, registered agent designation, officer/director disclosure, and filing assembly.
Prerequisites
Before starting, collect:
- Articles/Certificate of Incorporation — exact legal name, state and date of incorporation, duration
- Officer and director roster — full legal names, titles, business addresses
- Target state — the foreign state where qualification is sought
- Registered agent — individual or entity with physical address in target state
- Certificate of Good Standing — from home state, issued within 60–90 days
- Board resolution or bylaw authority — authorizing the executing officer
Workflow
1. Extract Corporate Data
Pull from matter documents:
| Field | Source |
|---|
| Legal name (incl. designator: Inc., Corp.) | Articles of Incorporation |
| State and date of incorporation | Articles of Incorporation |
| Duration (perpetual or specified) | Articles of Incorporation |
| Principal office address (physical) | Corporate records |
| Officers and directors | Annual report, org chart, recent filings |
| Registered agent preference | Agent agreements or correspondence |
2. Research Target State
3. Draft Application
Assemble these sections in order:
