How to Conduct a North Dakota Business Entity Search

According to the U.S. Small Business Administration (SBA) Office of Advocacy as of 2022, there were 75,265 small businesses in North Dakota, which make up 98.8% of all companies within the state. These small businesses employ 196,770 workers. From March 2020 to March 2021, 2,826 new companies were registered in North Dakota.

North Dakota offers several advantages for registering a business. Some of the most significant benefits include a business-friendly environment, low corporate income tax rates (ranging from 1.41% to 4.31%), and specific tax incentives through programs such as the Renaissance Zone and the wage and salary credit. Other benefits include low formation and annual report costs ($100 for a corporation and $135 for an LLC) and no state-level general business license requirement.

The most common types of businesses in North Dakota are those in agriculture, mining, oil, and gas extraction, which contribute significantly to the state's economy. Other significant industries include health care, manufacturing, government, and real estate. Logistics and energy are other important industries in North Dakota.

Allowable Entity Types in North Dakota

North Dakota allows for several business entity types, including Sole Proprietorships, Partnerships, Limited Liability Companies (LLCs), and Corporations. Within LLCs, there are also specific variations, such as Business LLCs, Farming or Ranching LLCs (ALF LLCs - Authorized Livestock Farm) , and Professional LLCs (PLLCs) for licensed professionals like dentists, veterinarians, architects, and accountants.

The most common business structure in North Dakota is the sole proprietorship, due to its simplicity and ease of formation, as in other states. However, the state also has specific types of Limited Liability Companies (LLCs) relevant to its economy, such as agricultural ones, which are significant given that agriculture is the state's leading industry. LLCs are popular for their limited liability protection.

Why Search for a North Dakota Business Entity

One of the most common reasons to search for a North Dakota business entity is to verify that your chosen business name is available and to learn about existing entities. This helps ensure your business name is unique and compliant with state rules. Searching also lets you explore the state's business opportunities and potential partners.

Some of the key reasons to search for a North Dakota business entity include:

• Name Availability: The primary reason is to check if your desired business name is already in use by another registered entity in the state.

• Legal Compliance: Searching proves you are following state rules for naming conventions and entity types before you file your official formation documents.

• Due Diligence: You can research other businesses to understand the existing market, potential competitors, and partners.

• Preventing Issues: A proactive search can prevent the costly, time-consuming process of changing your name later if the name is already taken.

• Finding Information: You can find official information on registered businesses, including their legal structure, which can be helpful in various business-related decisions.

• Prevent Legal Issues: Searching for an existing entity helps you avoid legal battles over trademark infringement and other name-related disputes.

• Ensure Tax Compliance: A unique business name is crucial for tax purposes, as it ensures your business is correctly identified and associated with its tax obligations.

• Confirm Registered Agent Information: Use the search to find the registered agent for an existing company.

• Check Business Status: You can search for a "Certificate of Good Standing" to confirm that a business is current with all its state filings and franchise taxes.

• Research a Company: Search to find specific details like an entity's status, location, and registration type, or to view images of past filings submitted by the business.

• Investigate Potential Partners or Competitors: Researching a company can help you understand its history, structure, and regulatory compliance before making a business decision that could jeopardize your own company.

• Find a Business Organizer or Incorporator: If you know a founder's name, you can search for all the businesses they have been involved with.

• Gathering Information: Gathering information about a specific business for contracts, due diligence, or other legal research.

• Compliance: To check to see if a company is compliant with all local, state, and federal regulations.

• Name Reservations: To see if a preferred name is available to be reserved for a limited time, which can help secure a domain name and other branding elements while preparing to register the business formally.

• Before Investing: Conducting thorough due diligence when acquiring or investing in a business.

• Trademarks: Searching for registered trademarks to avoid conflicts.

How to Search for Business Entities

To search for business entities, visit the North Dakota Department of State's Website and open the North Dakota Secretary of State's business lookup platform. You can search using either of the following criteria:

• Entity Name: Enter the full or partial name of the entity in the search field.

• System ID: Use the entity's SOS Control ID if known to search directly.

What Information Can You Find with the Secretary of State?

After entering the available search criterion, click the "Search" button and wait for the search result, which will generally list several entities matching your search details. Each record in the list will display its official name, SOS Control ID, standing, status, and filing date.

You will generally find the following additional information on the North Dakota Secretary of State's website:

• Business: Business services, nonprofit services, licensing & registration, and lien filings/UCC.

• Elections: Voter, candidate, election official, campaign finance, election security, election resources, election results.

• Notary & Apostille: How to get something notarized, become a notary public, maintain a notary commission, perform notarial Acts , and apostille & certification.

• Services: Official records, public meeting notices, emergency commission, great seal, signed legislative bills, records searches, and data list requests.

How to Access Detailed Information

You may access detailed information about an entity from the list of search results by clicking on the entity name under the "Form Info" column. You will generally find the following information from the expanded view in the right-side panel:

• Entity Name: The name of the entity

• Filing Type: The type of legal structure

• Status: Active or inactive

• Formed In: The state where the entity was formed initially

• Standing: Good standing or not good standing

• Address: Mailing and principal address

• Initial Filing Date: Date of first filing

• AR Due Date: Annual returns due date

If you need additional assistance using the Business Search page or navigating it, contact the North Dakota Secretary of State's Office.

What Business Entity Information is Not Public

In North Dakota, not all business entity information is public; specifically, proprietary information such as trade secrets and confidential financial or commercial information submitted to state agencies is not public. Additionally, specific internal documents, such as an LLC's operating agreement, are not publicly filed with the state. The list of things that are not public information in North Dakota is as follows:

• Proprietary Information: Trade secrets, confidential financial information, or other proprietary commercial data submitted to state agencies are not open to the public.

• LLC Operating Agreement: While a business must have an operating agreement to perform certain functions, such as opening a bank account, it is an internal document and not a public record in North Dakota.

• Bank of North Dakota Records: Some records held by the Bank of North Dakota are not accessible to the public.

• Insurance Commissioner Data: Data gathered during market conduct analyses or data calls by the Insurance Commissioner is confidential.

• Trade Secrets: Formulas, processes, methods, or other proprietary information that derives economic value from not being generally known to the public and is the subject of reasonable efforts to maintain its secrecy.

• Private Employee Medical Records: Medical and health insurance information.

• Customer and Employee Identifying Information: Identifying information like Social Security Numbers, driver's license numbers, and passport numbers.

• Revenue and Profit Numbers (unless a public company): Smaller companies that are not publicly traded can keep their financial data private.

• Financial Data: Bank and credit card numbers, as well as loan information.

How to Find EIN and UCC Records in North Dakota

You can find EIN records in North Dakota through the Secretary of State's online business search portal, by checking your own business documents, or by contacting the IRS directly. For publicly traded companies, you can search the SEC's EDGAR database, and for nonprofits, use the IRS tax-exempt organization search.

Another excellent way to obtain a business's EIN is to use EntityCheck's EIN search tool.

You can use the North Dakota Office of the Secretary of State to search for lien records. This office maintains certain lien records through the North Dakota Central Indexing System (NDCIS).

A quicker and better way to find UCC filings is to use EntityCheck's UCC search tool.

How to Find DBA Records in North Dakota

You can find DBA (fictitious name) records in North Dakota by using the North Dakota Secretary of State's FirstStop Portal for business names or the North Dakota Courts Records Inquiry for court-related information. The Secretary of State's search is for officially registered business entities, while the court system search may contain information about other DBA filings and related court cases.

Let EntityCheck's Business Background Report Help You Dig Deeper

An even more insightful way to search for North Dakota business entities and access additional information is to utilize EntityCheck's powerful search engine. Search quickly and easily by business name, EIN, owner, phone number, or email address. Along with the information above, you can dig deeper to find incredibly illuminating details such as:

• 
  UCC Filings

  Discover Uniform Commercial Code (UCC) filings, showing creditors' attachment to business assets. These files provide insight into the organization's financial stability by examining its standing debts and the risks they entail. Also find lien details, creditor and debtor information, filing and expiration dates, and collateral and asset claims.

• 
  Court Cases

  Evaluate a company's legal record to assess potential risks associated with its operations and identify any outstanding issues. Review bankruptcy filings, liens and judgments, federal court cases, litigation, and legal history of ongoing and past court cases.

• 
  Licenses

  Verify business credentials, including licenses, permits, and government certifications, as well as the educational backgrounds of decision-makers, to assess credibility.

• 
  Filing & Compliance

  Review a company's financial performance reports, DBAs (Doing Business As), and government Tax IDs.

• 
  Trademarks & Patents

  Find out what intellectual properties a company controls and review the details of any trademarks and patents it holds.

• 
  Registered Individuals

  Identify key decision-makers, registered agents, corporate officers, and leadership, even if this information is not readily available through official records.

Alternative Resources Beyond the SOS (Secretary of State) Search

Although you can find some information on the Secretary of State's website, you can also try other government offices that may also have helpful data on businesses within the state. Try the following agencies to see what they have:

• North Dakota Insurance Department: The North Dakota Insurance Department protects consumers, licenses insurance companies and agents, and regulates the insurance market to ensure fairness and solvency. Its duties include investigating insurance fraud, monitoring the financial strength of companies, approving rates, and helping consumers with insurance-related issues. The department aims to foster a competitive and fair marketplace that meets the needs of both consumers and the insurance industry.

• North Dakota Office of State Tax Commissioner: The Office of State Tax Commissioner is a state government agency that licenses alcoholic beverage wholesalers, microbrew pubs, farm wineries, and out-of-state direct shippers, as well as suppliers who sell or ship alcoholic beverages to liquor and beer wholesalers in North Dakota.

• North Dakota Department of Financial Institutions: The North Dakota Department of Financial Institutions (DFI) charters, regulates, and examines state-chartered banks, credit unions, and trust companies. It also licenses and regulates non-depository institutions, including mortgage loan originators, payday lenders, collection agencies, and money transmitters. The DFI's mission is to ensure the safety and soundness of the financial industry, maintain public confidence, and protect consumers.

How to Find the Owner of a Business Entity in North Dakota

If you need to find the owner of a North Dakota business entity, look up the entity online to find out if it has a website. You may be able to find information about the entity's owner on its website. At least, you should find contact information through which you may be able to get details about the entity's ownership.

Furthermore, you may search the Secretary of State's Business Search page to find an entity's ownership details in North Dakota.

Some of the ways you can find the owner of a business entity in North Dakota are:

• County Clerk's Offices: These offices typically maintain records for businesses operating as sole proprietorships and under a DBA (Doing Business As) name.

• Public Libraries: Many libraries have business directories or access to exclusive databases. You may find detailed information on business profiles, including the business owners' information.

• Professional Licensing Boards: For businesses operating in regulated industries, licensing boards may have information on business entity owners.

• Public Records: Public records about a business entity, such as business licenses, court documents, and real estate records, may also contain details on the entity's ownership.

• Social Media: Check out the company's social media presence and perform searches with the company name and the words "owner, director, officer", etc., to find out who controls the business.

Additional Resources for Business Ownership Info

In addition to the North Dakota Secretary of State's Office, you may access information on business owners in North Dakota through several other sources, including:

• Chamber of Commerce: In North Dakota, the local chamber of commerce generally keeps certain records of entities within their jurisdiction, from which you may be able to find information about the owner of an entity.

• Public Records: You may be able to learn about an entity's ownership by submitting a public record request to the relevant state agency in North Dakota.

• Better Business Bureau (BBB): If the Better Business Bureau has an entity's profile on its website, there is a possibility that you will find information about the owner of that business entity.

Types of Owners and Their Roles

Owners may have one, many, or no management roles within the company. Ownership/leadership roles in North Dakota businesses are similar to those in other states and include executive positions such as Chief Executive Officer (CEO) and Chief Operating Officer (COO), mid-level management roles such as Department Supervisor and Project Manager, and functional leadership roles such as Human Resources Manager and Sales Manager. The specific roles will depend on the company's size and industry, with major North Dakota industries including oil and gas, agriculture, and healthcare.

The ownership roles that exist in North Dakota are as follows:

Executive and Senior Leadership

• Chief Executive Officer (CEO): Highest-ranking leader, responsible for major corporate decisions, strategy, and public representation.

• Chief Operating Officer (COO): Oversees daily operations, ensuring they run smoothly and efficiently.

• Chief Financial Officer (CFO): Manages a company's finances, including financial planning, risk management, and reporting.

• Chief Marketing Officer (CMO): Leads the marketing department and develops marketing strategies.

• Chief Technology Officer (CTO): Oversees the company's technology and research and development.

Mid-level and Operational Management

• Operations Manager: Similar to a COO but typically focused on a specific department or location.

• Department Supervisor: Manages a team or department, handling daily tasks and supervising staff.

• Plant Supervisor: Oversees operations and staff in a manufacturing or production plant.

• Business Manager: Manages business operations, often overseeing finances, HR, and other administrative functions.

• Production Manager: Responsible for the production process to ensure efficiency and quality.

• Project Manager: Manages specific projects from start to finish.

Functional Leadership

• Human Resources Manager: Oversees all aspects of human resources, including hiring, employee relations, and benefits.

• Sales Manager: Leads the sales team and develops strategies to meet sales goals.

• Executive Director: Leads non-profit organizations or specific departments within a larger company.

Different entity structures have various roles and types of ownership. Some individuals who have control over a company may not hold a traditional role within it. Leadership is a crucial factor to understand before working with a company.

Some of the more conventional roles within companies include:

• Shareholders (or Stockholders): They own the corporation by purchasing stock, which grants them voting rights to elect the Board of Directors and influence major corporate decisions.

• Directors: Directors set the strategic course for the corporation, make major decisions, and oversee the conduct of the officers.

• Officers: Officers, such as presidents (CEO) and secretaries, manage the day-to-day operations of the business and are hired and fired by the Board of Directors.

• Members: Members are the owners of the LLC. They can also serve as managers or delegate management to others. Members are typically protected from personal liability for the company's debts.

• Managers: Managers, whether members or non-members, are designated to manage the business and affairs of the LLC.

• General Partners: They manage the business affairs as outlined in the partnership agreement. General partners are entirely liable for all business debts and obligations.

• Limited Partners: Limited partners have limited management rights. Their liability is typically limited to their investment in the business, providing them with some protection from business debts.

Red Flags to Look for When Searching Business Entities

Regardless of why you are searching for North Dakota business entities, you must keep in mind the red flags you encounter that could indicate larger issues. Let the list of red flags below guide your decisions.

Some general red flags to watch out for include:

• No Professional Website: May indicate an unprofessional or less established business, though not always a red flag.

• Lack of Professional Affiliation: A business that is not affiliated with industry organizations may be less reputable or less established.

• Negative Customer Reviews: Consistent negative feedback can highlight issues with the business's products, services, or customer relations.

• Poor News Coverage: Negative press can signal significant problems, such as legal issues, financial troubles, or operational failures.

Entity Status Problems

The first place to start is the entity's status, which you can verify through the North Dakota Secretary of State. The different types of inactive status in North Dakota are as follows:

• Inactive Expired: Indicates a failure to renew business registration, which may signal financial difficulties or instability.

• Inactive Involuntary: Suggests the business was forced to become inactive due to non-compliance, such as failing to file annual reports or maintain a registered agent, pointing to serious compliance problems.

• Inactive Voluntary: Shows the business has intentionally ceased operations, which means it may no longer have the ability to generate revenue and repay loans.

Also, be sure to review the company's registered agent information and contact them to ensure they are a real person, a legitimate business, and active (able to receive legal notifications for the company).

Try EntityCheck to verify a company's status.

Inconsistent or Suspicious Information

Be on the lookout for inconsistent or suspicious information. Mismatched details between the Secretary of State's database and other sources, like the business's website or social media, can indicate a lack of transparency or organization.

Be cautious about frequent changes to the address or registered agent, as this may indicate instability or an attempt to evade service of process. If the company has no physical address, only a P.O. box, be wary.

North Dakota requires a DBA if you are doing business under a name that is different than your legally registered name. Check for any DBAs before doing business with a company.

Ownership and Management Concerns

Other red flags related to sketchy ownership or management tactics include employees or individuals associated with the company living beyond their apparent income. Frequent employee turnover or constant complaints about specific personnel are other significant concerns. Pay close attention to how the company is managed. A lack of segregation of duties or inadequate financial oversight could result in substantial financial issues.

The most common employment legal cases in North Dakota often involve claims of discrimination and retaliation, similar to national trends, and also include issues related to unpaid wages and wrongful termination. These things can indicate poor management or a toxic work environment. North Dakota law provides specific protections against discrimination based on age, marital status, and public assistance status, as well as requiring equal pay and reasonable accommodations for pregnancy.

Financial Warning Signs

Check for inconsistent financial transactions, insufficient documentation, duplicate payments or invoices, or suspicious cash disbursements. They, too, can indicate fraud or potential criminal activity. Always be on the lookout for requests for unusual payment methods, such as wire transfers, credit cards, or payments to a personal bank account.

Additionally, watch for an unusually high number of transactions, especially around the end of a reporting period, which could be an attempt to inflate sales to defraud the government or the public.

Legal and Compliance Gaps

A company's legal issues can affect you if you partner with them or associate in any way with them. Investigate a business's legal battles. Check whether there are ongoing or multiple lawsuits that could indicate bigger problems.

The most common types of business lawsuits in North Dakota are breach of contract, antitrust, discrimination, and regulatory and statutory compliance issues.

If the entity status is "inactive involuntary" due to a lack of a registered agent, this is a significant compliance issue.

Connections & Affiliations

A company's connections and affiliations can tell quite a story. Sometimes one person runs multiple dissolved/failed companies. Look for repeat patterns of dissolutions followed by new formations. That is a significant indicator of potential fraud. One thing to be cautious of is a company with ties to organized crime figures and politically exposed persons (PEPs). If the company makes a concerted effort to conceal its actual owner or person in charge, that should be a clear warning to stay away.

Some red flags in broader business records include the following:

Inconsistent Public Records

• Company filings don't match what's listed in:

  • Court records

  • Tax records

  • Property ownership filings

  • An example of this is that the registered address differs from the address in lawsuits or liens.

Poor Record-Keeping

• Missing meeting minutes (for corporations).

• No updated ownership/member list for LLCs.

• Lack of transparency in accounting records.

Regulatory Issues

• Fines, sanctions, or loss of licenses with state agencies.

• Businesses flagged by the Better Business Bureau or the Attorney General's office.

Unusual Patterns

• Very recent incorporation with sudden high activity.

• Foreign entities registered but not compliant with local laws.

• Shell-company indicators (multiple entities tied to the same registered agent at the same address).

Best Practices When Reviewing Business Entity Records

Utilize the best practices outlined below to maximize the benefits of your research. A business background check can take time, but it can yield a wealth of information that could help you avoid any costly mistakes.

• Cross-reference everything.

• Compare the UCC filing data with records from litigation and bankruptcy courts. Look for discrepancies between the documents.

• Check annual reports for consistency year-over-year.

• Research the owners of a company to detect possible bankruptcies, felonies, fraud, and other legal issues that could affect your business.

• Use business verification services or business background reports from EntityCheck.

• Keep in mind the context. For example, a single lien may not be alarming, but multiple filings, lawsuits, and frequent leadership turnover together signal real risk.

How to Register an Entity in North Dakota

It takes a few actions to register a business entity in North Dakota. However, the process is relatively easy and generally involves the following steps:

• Decide the business structure you intend to operate, depending on factors such as access to financing, liability, and taxes.

• Choose a name for the business and conduct a North Dakota entity search to determine its availability. This is a crucial first step because you cannot register a company name that is too similar or identical to an existing business name. You must also follow the state naming guidelines below when choosing a company name.

• Choose a North Dakota registered agent with a physical address in the state.

• If required, obtain a permit or license for the entity. Consider registering a trademark for the entity through the United States Patent and Trademark Office (USPTO).

• Initiate the entity registration (filing) in the FirstStop portal.

How Much Does It Cost to Start a Business in North Dakota?

Costs associated with each type of business structure formation in North Dakota include the following:

• Sole Proprietorship: Trade name registration fee - $25

• Partnership: Fictitious name registration - $25 for first two partners + $3 each additional; LP - $110; LLLP - $110; Professional LLP - $35 + $3 per additional partner (domestic); Foreign Professional LLP - $60

• Limited Liability Company (LLC): Business, farming, ranching, livestock, and professional LLC (domestic & foreign) - $135

• Corporation: Domestic Corporation - $100; Foreign corporation - $145

• Cooperative: Domestic - $30; Foreign - $40

When naming your new company, you must follow North Dakota's strict naming guidelines. They are as follows:

North Dakota business names must be unique, not misleading, and comply with specific formatting rules. Names cannot be the same or deceptively similar to other registered business names. They must be in English or in a language that uses English characters. For corporations, the name must include "Corporation", "Incorporated", "Limited", or "Company" (or abbreviations). For LLCs, the name must include "limited liability company" or "LLC". Avoid words that imply a government affiliation or illegal purpose, or words like "Olympic". Below is the list of naming guidelines in North Dakota:

• Uniqueness: The name cannot be the same as or deceptively similar to any existing or reserved business name (including corporations, LLCs, and trade names) in North Dakota. You can search for name availability on the Secretary of State's FirstStop Portal.

• Language: The name must be in English or use English letters and characters.

• Misleading Words: The name cannot contain words that imply a purpose that is illegal or different from the one stated in your incorporation documents.

• Prohibited Words: You cannot use words that suggest a connection with a government agency (e.g., "FBI", "Treasury"). You also cannot use "Olympic" or other trademarked terms from the International Olympic Committee.

• Restricted Words: With the approval of the Department of Financial Institutions, you may use words related to banking, such as "bank", "banker", or "trusts".

• Corporations: The name must contain "Corporation", "Incorporated", "Limited", or "Company", or an abbreviation thereof.

• Limited Liability Companies (LLCs): The name must include the phrase "limited liability company" or the abbreviation "LLC".

• Nonprofit Corporations: You are not required to include a designator, but you can if you wish (e.g., "Company" or "Inc.").

• Partnerships: A fictitious name (or "doing business as" name) is required if the name used is different from the individual partners' names.

• Trade Names (DBA): A trade name must be expressed in English letters or characters and cannot contain words like "company" or "corporation" unless the owner is a business entity that uses those terms.

FAQs

1. How do I look up who owns an LLC in North Dakota (members vs. managers)?

   To find an LLC's owner in North Dakota, use the North Dakota Secretary of State's Business Entity Search to view the LLC's public filings, which may include the management structure (members vs. managers). If the initial search doesn't reveal the members, check annual reports and other linked filings for the names of members and/or managers.

   You can also use EntityCheck's powerful search engine to find owners, directors, officers, and other types of employees within a company.

2. How can I find a corporation's officers and directors in the state?

   You can find a corporation's officers and directors in North Dakota by using the North Dakota Secretary of State's FirstStop Business Search portal, which provides access to registered business information. For more in-depth information, you can also check a company's website, look at SEC filings for publicly traded companies, or use third-party business research websites like EntityCheck.

3. Are business owners' names public or private in North Dakota?

   In North Dakota, business owners' names are generally public information when the business is registered with the Secretary of State. This is because North Dakota's open records laws require government records to be open to the public unless specifically exempted, and registering a business creates a public record of the owner's identification.

4. Where do I search official business records in the state?

   You can search for official business records in North Dakota online through the Secretary of State's website. The website provides a free, searchable database for business entities, including charities and notaries. You can also access court records through the North Dakota Supreme Court's public search website. County offices may also provide you with additional public records and business filings.

   Use EntityCheck to find official business entity records in North Dakota.

5. How do I check if a business name is available or reserved in North Dakota?

   You can check a business name's availability in North Dakota by using the North Dakota Secretary of State's Business Entity Search tool on the FirstStop Portal. After going to the search page, enter the name and choose a search option, such as "Contains", to see a list of any active businesses with similar names. You can also reserve an available name for up to one year by filing a separate "Reserved Name Application" with the Secretary of State.

6. How can I view recent filings (Articles, amendments, mergers, annual/biennial reports) for a company in North Dakota?

   You can view a company's filings in North Dakota through the Secretary of State's online portal by searching for the business name. Once you find the correct company, click its name to access its official records, including Articles of Incorporation, annual reports, and amendments.

7. How do I get a Certificate of Good Standing/Existence in North Dakota?

   To get a Certificate of Good Standing for a company in North Dakota, you can order one from the Secretary of State's office online, by mail, phone, fax, or email. Before requesting, ensure the business has filed its annual reports, paid its taxes, and has all permits and licenses up to date. You must also pay the required fee of $20 ($15 processing fee + $5 record search) for online orders, mail, fax, or phone requests.

8. How do I obtain certified copies of formation documents and amendments in the state?

   You can obtain certified copies of formation documents and amendments in North Dakota by ordering them directly from the North Dakota Secretary of State's online portal. You can request them online, by phone, fax, mail, or email, with online ordering available after searching for the entity and clicking "request certificate".

9. How do I search UCC (Uniform Commercial Code) liens against a company in North Dakota?

   To search for a UCC lien against a company in North Dakota, search the state's Secretary of State's office website, as UCC filings are typically indexed there. You can also use a dedicated lien search tool or contact the office directly. When searching, use the company's exact legal name for the best results, and consider searching for variations, such as former names or DBAs (doing business as), to broaden your search.

   You can also find UCC liens using EntityCheck's UCC Filings search tool.

10. What are the steps to register an LLC in North Dakota (forms, fees, timeline)?

    To register an LLC in North Dakota, you must choose a business name, appoint a registered agent, and file the Articles of Organization (SFN 58701) with the Secretary of State for a $135 fee. While not required by state law, an operating agreement is recommended. You will also need an EIN from the IRS and may need to register for state and local taxes and permits. You can file online, by mail, or by fax. The filing process can take several weeks to a few months, depending on the volume of filings received.

11. What are the steps to incorporate (C-Corp/S-Corp) in North Dakota?

    To incorporate in North Dakota, first, choose a name, appoint directors, and select a registered agent. Then, file Articles of Incorporation with the Secretary of State, create corporate bylaws and a shareholder agreement, and hold an organizational meeting to issue stock. Finally, obtain necessary business licenses and permits, get an EIN from the IRS, and register for state taxes.

12. Do I need a registered agent in the state, and who can serve as one?

    Yes, most businesses in North Dakota are required to have a registered agent, including LLCs and corporations. You can appoint anyone who meets the requirements (a North Dakota resident or a company authorized to do business in the state with a physical address in North Dakota) to serve as the agent. This can be the business owner, an employee, a friend, a family member, or a commercial registered agent service.

13. What annual reports, franchise/margin taxes, or license renewals are required in North Dakota?

    North Dakota requires businesses to file an annual report with the Secretary of State, with deadlines and fees varying by business type, such as August 1 for domestic corporations and November 15 for LLCs. There are no state franchise or margin taxes for most businesses, but franchise sellers must register and renew annually. Businesses may also have specific license renewals and other tax filings, such as those for certain insurance companies or partnerships.

14. How long does state approval take in North Dakota, and are expedited options available?

    Standard state approval in North Dakota typically takes about 30 days for applications like a foreign corporation's Certificate of Authority, but there is no widely published, universal standard processing time for all types of filings. Expedited options are available for some specific processes, such as same-day or rush service for legal papers (process service), and expedited processing is standard for certain social services, such as SNAP (Supplemental Nutrition Assistance Program).

15. Do I need to foreign-qualify to do business in North Dakota if my company is formed elsewhere?

    Yes, you need to foreign-qualify to do business in North Dakota if your company was formed in another state. This involves filing a Certificate of Authority with the North Dakota Secretary of State and paying a filing fee. Foreign-qualifying allows your out-of-state business to legally conduct business, enter into contracts, and operate within North Dakota.

16. What activities count as "doing business" in the state?

    "Doing business" in North Dakota generally means conducting regular business activities, not just an occasional shipment. Specific activities include agriculture, oil and gas extraction, and mining. Some examples of "doing business" include:

    • Regular and Substantial Activities: This involves engaging in normal business operations with substantial contacts in the state, rather than a single or occasional transaction.

    • Having a Physical Presence: Operating an office, store, or other physical location in the state.

    • Regularly Conducting Business Operations: A regular and continuous presence, such as having employees regularly working in the state or conducting sales.

    • Frequent Sales and Services: Regularly selling goods or providing services to customers in North Dakota, especially if it involves a physical presence or regular delivery.

17. How do I file a DBA/fictitious business name in North Dakota, and is county/city filing required?

    To file a DBA in North Dakota, you must complete the appropriate registration form, such as the Trade Name Registration or Franchise Name Disclosure form, via the state's online portal or by mail, pay the $25 fee, and submit it to the North Dakota Secretary of State. County or city filing is not required, as all DBA/fictitious business name registrations are handled at the state level in North Dakota.

18. How do I change my company's name, address, officers, or members with the state?

    To change your company's name, address, officers, or members in North Dakota, you must file amendments for a name change and update officer/member information, contact addresses, and registered agent changes on either an annual report or a specific form. The exact process and forms depend on your business type (LLC, corporation, etc.).

    What you want to change	How to do it
    Company Name	File an Articles of Amendment form with the Secretary of State, available on the North Dakota Secretary of State website.
    Registered Agent	File a Commercial or Noncommercial Registered Agent Statement of Change form with the Secretary of State. This can be done online via the FirstStop Portal or by mail, fax, or in person.
    Principal Office or Mailing Address	Update your principal executive office or mailing address on your annual report or file an Address Change of Principal Executive Office form online through the FirstStop Portal.
    Officers/Directors (Corporations)	Update the information on the annual report. For other changes, you may need to file a separate Corporation Articles of Amendment form.
    Members/Managers (LLCs)	Record the changes on the annual report; you do not need to file a separate amendment for member or manager changes.

19. How do I reinstate or revive a company that's been administratively dissolved in North Dakota?

    To reinstate an administratively dissolved company in North Dakota, file your past-due annual reports, pay the required reinstatement fee ($135 for LLCs) and annual report fees ($85), and correct the issue that caused the dissolution. You can file online through the FirstStop system or by mail. If the company was dissolved more than a year ago, you will need a court order to reinstate it.

20. Do I need to file Beneficial Ownership Information (BOI) with FinCEN, and how does that interact with North Dakota filings?

    Yes, most companies formed in North Dakota must file Beneficial Ownership Information (BOI) with the federal Financial Crimes Enforcement Network (FinCEN), but this is a separate filing from state requirements and is not handled by the North Dakota Secretary of State. The BOI report is for federal purposes, and the state filing is to maintain your business in North Dakota. The federal filing is required under the Corporate Transparency Act and includes information about beneficial owners who have substantial control over, or hold, 25% or more of the company's ownership.