Do I have to check all 50 secretary of state offices? (starting with delaware, perhaps?)
Or is there some clever way?
Do I have to check all 50 secretary of state offices? (starting with delaware, perhaps?)
Or is there some clever way?
It depends on the corporation. Most major corporations’ websites have a “legal” page that identifies their and their subsidiaries’ legal names and state of incorporation.
There are some published reference works that track corporations and their affiliation and states of incorporation. The one that I am familiar with is Standard & Poor’s Register of Corporations, Directors and Executives, which indexes and cross-references thousands of major businesses. IIRC there is even a volume titled “Who Owns Whom” that traces relationships among parent and subsidiary corporations, listing the state of incorporation in each case.
If the corporation doesn’t rate a website or an entry in a published directory, you can usually find it registered with the secretary of state in any state where it does business, not only the state where it is incorporated. Most states register not only their domestic corporations (that is, the ones that they incorporate) but also any foreign corporation (that is, one incorporated by another state, even another one of the United States) doing business there. Such registration is usually a prerequisite to commencing or defending a lawsuit in the state requiring the registration.
The above poster is correct in all respects. However, there is usually a small “search fee” to obtain this information ($5 or so) from the Secretary of State.
You can also use [url"=http://www.sec.gov/edgar/searchedgar/webusers.htm"]EDGAR to find out just about anything you need to know about a company.
oops…
Just to focus my original question, the corporation at issue is a small closely held corporation. (not publicly traded)
Thanks for the help so far . . .
If it’s privately held it will be more difficult (though by no means impossible) to track. Is there some reason why you can’t call the company itself and request the information?
Also FTR, there are companies that can do this for you. One example is CT Corp. They can incorporate and do other filings in any state, and can also do UCC and tax lien searches in all 50 states. I use them extensively whenever I’m working on a transaction because part of the legal due diligence is checking all that stuff (or setting that stuff up, as the case may be). I’d be willing to bet that they could run a 50-state search for a corporation name. It might be costly, though.
friedo’s answer is the best one, though. Just call the company.
A good site overall, gives you the dirt and the gold on many corporations (not all, it’s a volunteer driven database, but growing constantly).
In several states, any “foreign” corporation (i.e., incorporated in another state) which does business in that state (in the sense of has offices there, completes work within state boundaries, etc.) is required to register with the Secretary of State, and such records are public records, which I would imagine are in many cases posted on the Internet as part of an online database.
Yeah - I’m an attorney; The corporation is represented by an attorney. Thus, I cannot contact the corporation directly. Besides which, for various reasons I don’t want the corporation to know that I’m investigating it.
Hie thee to CT Corp (or, more properly, have a paralegal hie thee over there).
You can narrow your search by limiting your search to the state where their headquarters are located and to Delaware. There’s probably a 99.9% chance that they’re incorporated in one of those two places.
The corporation should be registered as a foreign corporation in any state it does business, unless that state is the jurisdiction of incorporation. (What doing business means is a tricky question, but if it has offices in a state, it should be registered).
If you contact the Secretary of State (or whatever governement office handles corporate records) of a state in which the corporation has offices, you should be able to get foreign corporation registration information, which would include the state of incorporation.