This webpage has been designed to give foreign business representatives a better understanding of the corporate registration process in Wisconsin. Our tutorials will take you step-by-step through the filing procedures for both profit and non-stock corporations, in the process fully preparing you for the requirements demanded by the Department of Financial Institutions (DFI). All applications are available below in PDF format and will need to completed and forwarded to the DFI offices with a filing fee attached. Profit corporations will be required to supply $100 plus $3 for every $1,000 of the corporation’s capital exceeding $60,000. Non-stock entities need only pay a flat rate of $45.

It is highly recommended, though not legally required, that a Business Entity Search be performed prior to registration to check the availability of the proposed operating name. You may also find a Name Reservation useful as it allows you to reserve a name for 120 days at the low cost of $15 for profit corporations, $10 for non-stock.

How to File a Profit Corporation (PDF)

Step 1- The registration process begins by downloading the Certificate of Authority Application.

Step 2- Next, submit the following information into its fields:

Page 1

  • 1-The intended purpose of the application and the corporation’s name
  • 2-State or country of incorporation
  • 3-Date of incorporation
  • 4-Specify the intended duration of business
  • 5-Name of the registered agent in Wisconsin
  • 6-Address of the registered office in Wisconsin
  • 7-Address of the principal office
  • 8-Specify as to whether or not the corporation has transacted business in Wisconsin without holding a Certificate of Authority

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Page 2

  • 9-Name and business address of each officer
  • 10-Name and business address of each director
  • 11-Indicate the number of shares the corporation is authorized to issue and the number of shares issued, itemized by class and series (if any) and the par value of the shares

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Page 3

  • 12A.1-Estimated gross business in 1st year of activity
  • 12A.2-Plus total assets
  • 12A.3-Total of lines (1) and (2)
  • 12A.4-Estimated value of Wisconsin business
  • 12A.5-Plus Wisconsin assets
  • 12A.6-Total of lines (4) and (5)
  • 12A.7-Divide line (6) by line (3) and enter percentage
  • 12A.8-Value of issued shares of par value stock from Step 12B.3
  • 12A.9-Value of issued shares of no par value stock from line 12C.7
  • 12A.10-Total of lines (8) and (9)
  • 12A.11-Multiply line (10) by line (7) and enter product here as well as Step 13
  • 12B.1-Value of issued shares of par value stock, computed at PAR (number of issued shares in item 11 on Page 2 multiplied by the par value stock)
  • 12B.2-Paid-in capital, in excess of par, applicable to issued shares of par value stock
  • 12B.3-Total of lines (1) and (2) in Step 12B. Also, enter the sum on line 12A.8
  • 12C.1-Total assets from item 12A.2
  • 12C.2-Deduct liabilities other than capital and surplus
  • 12C.3-Total of line (1) minus line (2)
  • 12C.4-Deduct amount of line 12A.8
  • 12C.5-Remainder of line (3) minus line (4)
  • 12C.6-Compute the value of issued shares of no par value stock at $10.00 per share (number of issued shares from item item 11 on Page 2 multiplied by $10)
  • 12C.7-Enter the greater of line (5) or line (6) here. Also, enter this sum on line 12A.9
  • 13-The corporation’s capital represented in Wisconsin
  • 14-Computation of the filing fee

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Page 4

  • 15-Address the one appropriate filing fee
  • 16-Printed name of individual drafting this document, officers signature and title, date signed

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Page 5 

The following information is only required if the corporation has transacted business in Wisconsin without holding a Certificate of Authority.

  • Name of the corporation and initial jurisdiction of formation
  • Specify the corporation’s period of duration without holding a Certificate of Authority
  • 1-Expected capital in the coming year
  • 2-Specify the year in which the corporation had the highest capital representation without holding a Certificate of Authority and the capital represented that year
  • 3-Enter the greater amount of the capital representation from item 1 or 2, the fee for the first representation over $60,000 plus $3 per $1,000 of representation over $60,000 plus annual reports for each calendar year
  • Computation of the filing fee

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Page 6

Compute the following information in proportion to the capital represented in Wisconsin during the year cited in item 2 on Page 5.

  • 12A.1-Gross business in 1st year of activity
  • 12A.2-Plus total assets
  • 12A.3-Total of lines (1) and (2)
  • 12A.4-Estimated value of Wisconsin business
  • 12A.5-Plus Wisconsin assets
  • 12A.6-Total of lines (4) and (5)
  • 12A.7-Divide line (6) by line (3) and enter percentage
  • 12A.8-Value of issued shares of par value stock from Step 12B.3
  • 12A.9-Value of issued shares of no par value stock from line 12C.7
  • 12A.10-Total of lines (8) and (9)
  • 12A.11-Multiply line (10) by line (7) and enter product here and item 2 on Page 5
  • 12B.1-Value of issued shares of par value stock, computed at PAR
  • 12B.2-Paid-in capital, in excess of par, applicable to issued shares of par value stock
  • 12B.3-Total of lines (1) and (2) in Step 12B. Also enter the sum on line 12A.8
  • 12C.1-Total assets from item 12A.2
  • 12C.2-Deduct liabilities other than capital and surplus
  • 12C.3-Total of line (1) minus line (2)
  • 12C.4-Deduct amount of line 12A.8
  • 12C.5-Remainder of line (3) minus line (4)
  • 12C.6-Compute the value of issued shares of no par value stock at $10.00 per share
  • 12C.7-Enter the greater of line (5) or line (6) here. Also enter this sum on line 12A.9

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Page 7

  • Return address
  • Phone number

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Step 3- Once the application has been completed, a check made out to the Department of Financial Institutions will need to be attached to cover the cost of filing. Fees for this entity type are $100 plus $3 for every $1,000 of a profit corporation’s capital exceeding $60,000. A certificate of good standing, or like document, must also be included with your filing forms. Send all articles to the address below.

State of WI Dept. of Financial Institutions

Box 93348

Milwaukee WI 53293-0348

How to File a Non-Stock Corporation (PDF)

Step 1-The registration process for a non-stock corporation begins by downloading the Certificate of Authority Application.

Step 2- Continue by supplying the following information:

Page 1

  • 1-Indicate the intended purpose of this application (original certificate) and supply the corporation’s name
  • 2-State or country of incorporation
  • 3-Address of the principal office
  • 4-Date of incorporation
  • 5-Period of duration
  • 6-Name of the registered agent in Wisconsin
  • 7-Address of the registered office in Wisconsin

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Page 2

  • 8-Specify as to whether or not the corporation transacted business in Wisconsin after December 31, 1998 without holding a Certificate of Authority
  • 9-Name and business address of each officer
  • 10-Name and business address of each director
  • 11-Specify as to whether or not the corporation has members
  • 12-Select and remit the appropriate filing fee

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Page 3

  • 13-Printed name of the individual filing this document, officer’s signature and title, date signed

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Page 4

  • Return mailing address
  • Phone number
  • Computation of the filing fee

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Step 3- A $45 filing fee will need to be attached to the completed application in the form of a check made out to the Department of Financial Institutions. You will also be required to include a certificate of good standing, or like document, from the initial jurisdiction of formation. Forward all articles to the address below.

State of WI Dept. of Financial Institutions

Box 93348

Milwaukee WI 53293-0348

Tips

Renewal – The Department of Financial Institutions requires corporations to renew each year by submitting an annual report. These renewals must be filed during the first quarter of each year following the calendar year in which the foreign corporation became authorized to transact business in Wisconsin. Failing to renew will result in additional fees and limit the amount of transactions the corporation will be able to perform. Filing is simple and can be accomplished online using your business ID number (retrieve your ID number with a business search). Along with their report, filers of profit corporations will be required to supply a $65 filing fee while those filing non-profit corporations need only pay $15.