This tutorial has been dedicated to the registration of foreign corporations with the Nebraska Secretary of State. Through reading this webpage you should get a good idea of the various filing processes required by the authorities of this state and the accompanying fees for each filing. These fees will amount to $130 + $5/page if filing as a profit corporation and $10 + $5/page if applying as a non-profit entity. Regardless of the nature of your business, you will need to supply a certificate of good standing issued from the appropriate authorities in the jurisdiction of initial incorporation. Below we will go over the paper and online application methods available to filers in Nebraska as well as a few additional steps needed in properly registering your business.

Before registering, perform a Business Entity Search to research the availability of your current corporate name in Nebraska. If your name appears to be unavailable, you may use a fictitious title in its stead. To avoid this dilemma, you may wish to perform a Name Reservation first to ensure that, for 120 days, your name cannot be used by another entity.

How to File

Step 1- Regardless of how you plan on submitting your filing, you will need to fill out the Application for Certificate of Authority to Transact Business for either profit or non-profit corporations. Profit entities will be required to submit the following data:

  • Name of corporation
  • Fictitious name (if applicable)
  • Initial jurisdiction
  • Date of incorporation
  • Period of incorporation
  • Address of principle office
  • Registered agent and registered address
  • Effective date
  • Name and signature of authorized representative
  • Name and address of all officers and directors

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Non-profit corporations will need to provide the following info in their application:

  • Name of corporation
  • Fictitious name (if applicable)
  • Initial jurisdiction
  • Date of incorporation
  • Period of incorporation
  • Corporate type
  • Does the corporation have members (y/n)
  • Address of principle office
  • Registered agent and registered address
  • Effective date
  • Name and Signature of authorized representative
  • Name and Address of all officers and directors

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Step 2- This step is applicable only to those registering professional corporations. If your entity provides engineering services, architectural services or services licensed by the department of health and human services, you will need to attach an Application for Electronic Access of Records to your filing. Attaching this document will   provide a list of all members, managers, employees and agents legally authorized to carry out the professional services provided by your corporation in Nebraska. Those providing any other service will need to attach a Certificate of Registration at this point which will essentially supply the same information.

Step 3- If you plan on submitting your documents electronically, skip this step. Otherwise, prepare 2 copies of the application and attach to it all additional paperwork (certificate of good standing, certificate of registration or application for electronic access of records). Your filing fee will be based on the number of pages you’re submitting as well as the nature of your corporation. Attach a check covering the total amount needed and send all items to the below address for processing, thus concluding your filing if you choose to submit your documents in this manner.

John A. Gale, Secretary of State

Room 1301 State Capitol, P.O. Box 94608

Lincoln, NE 68509

Step 4- To submit your documents online, navigate to this webpage and select the forming a new entity/qualifying a foreign entity option before selecting your entity type from the drop-down menu. Select Continue when you’re ready.

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Step 5- You will still be expected to enter a certain amount of information which must be identical to that already submitted in the PDF application. Start by supplying the name of the entity, fictitious name (if necessary), the jurisdiction of organization and the period of duration. Non-profits will also have to indicate whether the corporation will have members and the type of non-profit they’re registering.

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Step 6- Here, you will simply need to provide the address of your principle offices followed by the effective date.

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Step 7- Submit your application for certificate of authority by clicking Choose File and making the selection from your documents. Remember, professional corporations will need to either submit a Certificate of Registration or an Application for Electronic Access of Records. Click Continue when all files are uploaded.

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Step 8- The next page will have you selecting your registered agent type and submitting their name into the provided fields before clicking Search.

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Step 9- Select your agent from the results to continue.

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Step 10- Here you will be able to review and edit all the information entered in the previous steps. If everything looks fine, scroll down to review the filing fees.

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Step 11- The fees will vary depending on whether you are filing a profit or non-profit, also they will depend on the amount of pages submitted in the application. Review the filing fee before checking off the box that indicates that you understand the consequences of submitting the documentation. Provide your email address at which you will receive correspondence from the Secretary of State and click Submit.

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Step 12- The final step will have you submitting your billing information, contact info as well as credit card credentials. Once all the above information has been provided, you will be able to continue and verify the submitted data and send in your filing for review by the office of the Secretary of State.

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Tips

Renewal– The renewal procedure in Nebraska is straight forward and fairly basic when it comes to the information required. Essentially, every other year, corporations will be required to update the Secretary of State by submitting a biennial report containing the same basic information submitted in the initial application. For non-profit entities, this will mean submitting your form online or through the mail every odd year (e.g. 2015, 2017). For-profit entities will do so on even years. When the time to file arrives, the Secretary of State’s homepage will present links and instructions to walk you through the process painlessly.