Google Answers Logo
View Question
 
Q: What (precisely) qualifies as "doing business" in Massachussets as an LLC? ( Answered 5 out of 5 stars,   1 Comment )
Question  
Subject: What (precisely) qualifies as "doing business" in Massachussets as an LLC?
Category: Business and Money > Finance
Asked by: chabot-ga
List Price: $20.00
Posted: 23 Oct 2002 17:01 PDT
Expires: 22 Nov 2002 16:01 PST
Question ID: 89014
I own a Delaware LLC.  I am told that I need to file certain
registration documents with and pay certain fees to the state of
Massachussets in order to "conduct business" in Massachussets as a
"foreign LLC" (a foreign LLC is one not founded and incorporated in
MA).  But what precisely qualifies as "doing business?" in MA? I have
found very precise legal descriptions and lists of what it means for
an LLC to "do business" in other US states -- but cannot find the list
for MA.  Surely there is a law the states exactly what this means.
Help me!
Answer  
Subject: Re: What (precisely) qualifies as "doing business" in Massachussets as an LLC?
Answered By: jes5199-ga on 23 Oct 2002 17:32 PDT
Rated:5 out of 5 stars
 
First, note that I am not a lawyer, and so all of my information comes
from "The 182nd General Court of The Commonwealth of Massachusetts"
web site. http://www.state.ma.us/legis/legis.htm

the first sentance of chapter 156C, section 48 of the law of
Massachusetts states:
"A foreign limited liability company shall be considered to be doing
business in the commonwealth for the purposes of this section if it
would be considered to be doing business in the commonwealth for the
purposes of chapter one hundred and eighty-one if it were a foreign
corporation."
http://www.state.ma.us/legis/laws/mgl/156c%2D48.htm

Okay, so it's directing us to chapter 181
the relevent section is #3 -- it's relatively short, here's the whole
thing:

"Every foreign corporation which does business in the commonwealth or
which has a usual place of business in the commonwealth, or which owns
or leases real estate therein without having such a usual place of
business, or which is engaged therein, permanently or temporarily, and
with or without a usual place of business therein, in the
construction, erection, alteration or repair of a building, bridge,
railroad, railway or structure of any kind, or in the construction or
repair of roads, highways or waterways, or in any other activity
requiring the performance of labor, shall be considered to be doing
business in the commonwealth for the purposes of this chapter unless
its activities within the commonwealth consist of no more than one or
more of the following: (a) maintaining bank accounts; (b) maintaining
or appointing trustees, depositaries, or agencies for the holding,
transfer, exchange or registration of its securities; (c) holding
meetings of its directors or shareholders; (d) participating or
appearing in any action or suit or any administrative or arbitration
proceeding, or in the settlement thereof or the settlement of claims
or disputes; or (e) performing activities subject to regulations under
chapter one hundred and sixty-seven or chapter one hundred and
seventy-five, if the foreign corporation has complied with the
provisions of the applicable chapter or chapters."
http://www.state.ma.us/legis/laws/mgl/181-3.htm

If you have any further questions, feel free to ask.

search terms:
(on google) Massachussets law
(Search the Massachusetts General Laws) Doing business
chabot-ga rated this answer:5 out of 5 stars

Comments  
Subject: Re: What (precisely) qualifies as "doing business" in Massachussets as an LLC?
From: mabusi-ga on 06 Sep 2004 15:57 PDT
 
So, if I am registered as an LLC in Delaware, but I do design work
from my home in Massachusetts... do I need to register in MA as doing
busines in MA? I have a bank account in MA. I have no shop, store, or
office and clients do not come to my home. I do NOT consider part of
my rented apartment as a business space for tax purposes.

Please comment on this situation. Is there anything I should avoid
doing so that I do not have to register in MA? Many thanks in advance!

Important Disclaimer: Answers and comments provided on Google Answers are general information, and are not intended to substitute for informed professional medical, psychiatric, psychological, tax, legal, investment, accounting, or other professional advice. Google does not endorse, and expressly disclaims liability for any product, manufacturer, distributor, service or service provider mentioned or any opinion expressed in answers or comments. Please read carefully the Google Answers Terms of Service.

If you feel that you have found inappropriate content, please let us know by emailing us at answers-support@google.com with the question ID listed above. Thank you.
Search Google Answers for
Google Answers  


Google Home - Answers FAQ - Terms of Service - Privacy Policy