General Information

How do I contact the Corporations Division?

The Corporations Division can be contacted by phone, fax, email, US Postal Service or walk-in visit.

• Phone: (202) 442-4400
• Fax: (202) 442-4523
• Mailing Address: DCRA Corporations Division, PO Box 92300, Washington, DC 20090
• Business License Center (Walk-in): 941 North Capitol Street NE, Room 1100, Washington, DC 20002
• Operating Hours: Monday, Tuesday, Wednesday, and Friday: 8:30 am - 4:30 pm; and Thursday, 9:30 am - 4:30 pm.
• Email: dcra@dc.gov 

Conducting Business

What does "Conducting Business" mean in the District of Columbia?

District law defines a "business" as: “Any trade, profession, or activity which provides, or holds itself out to provide, goods or services to the general public or to any portion of the general public, for hire or compensation in the District of Columbia.”

Generally, businesses do not have to register with Corporations Division if they are engaging in a single or isolated transaction.

In addition, certain categories of activity have been excluded by the District as constituting “business” for the purposes of determining if an entity must register with the District. These exclusions vary depending on the type of business entity.

• For business corporations, see the exclusion list at DC Code Title 29-101.99.
• For limited liability companies, see the exclusion list at DC Code Title 29-1060.
• For limited liability partnership, see the exclusion list at DC Code Title 33-111.04.
• For limited partnership, see the exclusion list at DC Code Title 33-209.08.
• For non-profit corporation, see the exclusion list at DC Code Title 29-301.64.

1. Will Corporation or LLC need to register with Corporations division if it owns real estate in the District? In most of the cases, the answer will be no. However, this entity is required to register if real estate is “income producing”.  

To discuss the specific case, you may contact Corporations Division directly at (202) 442-4400. Please, consult an attorney for the legal advice.

Revocation

My entity’s (corporation, LLC or partnership) status is revoked. What is it and how can I put my company back in good standing?

If entity’s status is revoked then articles of incorporation / organization shall be void and all powers conferred upon such corporation / company are declared inoperative, and, in the case of a foreign entity, the certificate of authority / registration shall be revoked and all powers conferred hereunder shall be inoperative.

Penalties for operating after revocation

Civil fines, penalties, and fees may be imposed on any person who, or limited liability company or corporation that, commits an infraction of any provisions of Business Corporation Act, and/or Nonprofit Corporation Act and/or Limited Liability Company Act or fails to comply with any provisions thereof pursuant to Chapter 18 of Title 2 ("Civil Infractions Act").

D.C. Code also has provision that stipulates that any entity, person, or persons who shall exercise or attempt to exercise any powers under domestic or foreign entity which has been revoked may be charged with a misdemeanor.

Reinstatement

Any entity may file application for reinstatement and pay all back fees and file all back reports at any time. Once this filing is accepted by Corporation’s Division entity’s status will be reinstated. Once petition for reinstatement is approved, the revocation proceedings against the company (corporation, LLC, partnership) by proclamation shall be deemed to be annulled, and such entity shall have such powers, rights, duties, and obligations as it had just prior to the time of the issuance of the proclamation with the same force and effect.

Business Registration

Q: If I incorporate my business in DC, is that registration valid in other states?

A: No. A company interested in incorporating (or forming a partnership or limited liability organization) must meet the requirements of each state in which it wants to do business. Contact the corporate licensing authority in the appropriate state or province.

Q2: If I registered my business outside DC, do I need to register to conduct business in DC?

A: An organization registered in another state or country that seeks to transact business in the District of Columbia must obtain authority. Begin the process to, register your organization.

Certified Documents

Q: How do I get certified copies of documents?

A: You can get a certified copy of any Corporations Division document by mail or walk-in visit, for $35 each. (Fax service and phone payment options are not available.For mail-in requests, make sure your list is specific and that you enclose the fee for each document. Make checks payable to DC Treasurer.

Use this application to submit a request: Application for Certificate of Good Standing and Certified Copy*.

Available certified copies include but are not limited to:

• Articles of Incorporation
• Organization Documents
• Two-Year Annual Reports
• Articles of Merger/Amendment
• Certificates of Authority/Registration
• Qualification Forms for Partnerships

Call the Corporations Division at (202) 442-4400 to learn more.

Commencement Date for Conducting Business for Foreign Entities

Q: What are the fees and penalties if organization has started conducting business without getting certificate of authority / registration from Corporations Divisions?

A: As a part of application process, foreign for-profit corporations, non-profit corporations and foreign limited liability companies must disclose the date when entity commenced its business in the District of Columbia.

• 1-filing single or multiple two-year reports; annual reports might be required if commenced prior to 2001 (for LLCs), 1998 (for nonprofit corporations) and 1997 (for-profit corporations).
• 2-paying two-year report fees including late fees.

• 1-foreign llc that commenced business in 2003;
  Said entity will be required to meet all application requirements in addition to filing the following two-year reports for years 2004 ($225) and 2006 ($225) and 2008 ($225).
• 2-foreign nonprofit corporation that commenced business in 2005;
  Said entity will be required to meet all application requirements in addition to filing the following two-year report for years 2006 ($115) and 2008 ($115).
• 3-foreign business (for-profit) corporation that commenced business in June 2007.
  Said entity will be required to meet all application requirements in addition to filing the following two-year report for year 2008 ($325).
  If entity commenced business years ago, then division will provide the information about filing multiple annual / bi-annual reports and fees.
  For detailed requirements, please, contact Corporations Division at (202) 442-4400.

Corporate Seal

Q: Where can I get my corporate seal?

A: Corporate seals and other corporate supplies may be obtained at a legal stationery store or corporate supplier.

Corporations Division Definitions

Frequently Used Term Definitions

Document Delivery

Q: May I fax a request or my registration documents to the Division of Corporations?

A: No. You may not file your registration documents, nor obtain copies of documents by fax, or request verification documents of a corporate filing by facsimile. Each of these actions requires a payment which must be paid at the time of the request for documents.

Filings Turnaround

Q: What is the average turnaround for corporate filings?

Mail-In Filings
For mail-in filings Corporations division will process within 10 business days from the receipt of the paperwork. All mail-in filings go to Bank of America facility at Baltimore, MD for payment processing first. Once payment is processed, payment confirmation along with filing will be forwarded to Corporations Division main office in Washington, DC.

Filings that are sent to the overnight address are subject to the same turnaround guidelines. There is no expedited service available for mail-in filings at this time.

Walk-In Filings
For walk-in filings, Corporations division will process and approve or reject filings while you wait.

Online Filings
There is no online filing available at this point. Please, check back the agency’s website soon.

Good Standing Certificate

Q: How do I get a Certificate of Good Standing?

A: You can get a Certificate of Good Standing from the Corporations Division by mail or walk-in visit. (Fax service and phone payment options are not available.)

Use this application to submit a request: Application for Certificate of Good Standing and Certified Copy*.

Certificate of Good Standing Fees

Business Corporation	$15
Non-Profit Corporation	$30
Limited Liability Company	$15
Limited Partnership	$18
Limited Liability Partnership	$20
Cooperative Association	$1

Note: The Certificate of Good Standing fee is $1 for for-profit corporations incorporated before 1962 and Non-profit Corporations that were incorporated before 1954.

Mail
DCRA
Corporation Division
PO Box 92300
Washington, DC 20090

Walk-In
Business License Center
941 North Capitol Street NE Room 1100
Washington, DC 20002

DCRA Service Hours

• Monday, Tuesday, Wednesday, Friday 8:30 am - 4:30 pm
• Thursday: 9:30 am - 4:30 pm

Insurance Companies - License Requirement

Q: What are the special requirements for insurance companies prior to registering as a domestic / foreign LLCs or for-profit corporations?

A: Insurance companies that operate as limited liability companies or for-profit corporations need to acquire insurance license from DC Department of Insurance, Securities and Banking (DISB) prior to requesting certificate of registration / organization or certificate of authority / incorporation.

Insurance companies are the entities that have "insurance" as a part of its purpose or name.

Proof of license should be included when registering with Corporations Division.

For insurance license verification, please, use the following link: Database of DC Licensed Insurance Companies

DC Department of Insurance contact information visit disb.dc.gov or phone (202) 727-8000.
 

Professional Corporations and Professional Limited Liability Companies

Q: What are the professional corporations (PCs) & professional limited liability companies (PLLCs)?

The term “professional service” means any type of personal service to the public which may be lawfully rendered only pursuant to a license and which by law, custom, standards of professional conduct or practice in the District of Columbia, before December 10, 1971, could not be rendered by a corporation, including without limitation the services performed by certified public accountants, attorneys, architects, practitioners of the healing arts, dentists, optometrists, podiatrists, and professional engineers..

How to form Professional Corporation or professional LLC in the District of Columbia?

• For professional corporation, use Articles of Incorporation of Professional Corporation*
• For Professional LLCs, use Articles of Organization of Limited Liability Company*

Professional Corporations must have “P.C.” or “Professional Corporation” or “Chartered” as a part of its name.
 
Professional LLCs must have “PLLC” or “Professional Limited Liability Company” as a part of its name.

What is acceptable purpose for professional corporations or LLCs?

A professional corporation may be organized solely to render professional services through its shareholders, directors, officers, employees, or agents who are themselves duly licensed to render the particular service, and to render service ancillary thereto.

A professional corporation may employ persons, who are not licensed, but such persons shall not perform professional services; and no license shall be required of any person who is employed by a professional corporation to perform services for which no license is otherwise required.
What are the requirements for FOREIGN PCs or PLLCs who wish to qualify to conduct business in DC?

Foreign entities must meet the following two requirements before certificate of authority / registration can be granted:

1. If foreign corporation or LLC will render professional service (ex., CPA firm, Law Firm, etc.) as a part of conducting business in the District of Columbia, than said entity must adopt applicable name qualifiers ( P.C., Chartered or PLLC) if not present in existing name.
2. By applying for certificate of authority as a foreign corporation or certificate of registration as a foreign LLC, foreign entity agrees that no professional services will be performed only by individuals duly licensed to render the particular service in the District of Columbia.

Registed Agent

Q: What are the registered agent requirements in the District of Columbia?

A: Registered agent (RA) is a business or individual designated to receive service of process (SOP) when a business entity is a party in a legal action such as a lawsuit or summons.

What is the purpose of RA?

A Registered Agent acts as the representative for accepting Service of Process served upon the company within theDistrict of Columbia . Service of Process is broadly construed to include any legal proceeding, legal notice, or official government communication such as Corporations Division notices presented to the company while it is within the jurisdiction of the District of Columbia.

Who can act as RA in the District of Columbia?

• Bona Fide Resident of the District of Columbia; Said individual does not have to be affiliated with the entity to serve as its registered agent.
• Commercial Registered Agent such as for-profit corporation, domestic or foreign, that is authorized to act as registered agent by the virtue of certificate of incorporation or certificate of authority. Such authorization is given if entity has registered agent clause as a part of the purpose and in good standing in the District. Commercial registered agent may be located by using internet search engine by typing “registered agent in D.C.” or checking local information reference guide such as Yellow Pages.

What are address requirements for RAs?

RA's address must be physical street address in the District of Columbia. RA’s address may not be PO Box or address outside the District.
Can Entity act as its own RA if it has office address in the District of Columbia?

Entity may not act as its own registered agent even if entity has office address in the District.

What Entities should have an RA?

All limited liability companies, non-profit corporations and for-profit corporation must maintain registered agent in theDistrict of Columbia.

Cooperative Associations does not require RA.

Limited Liability Partnerships (LLP) must maintain RA if said LLP does not have physical office in theDistrict of Columbia.

What is the penalty for failure to maintain RA?

Entity's status may be revoked if it fails to maintain registered agent.

What is the form to change existing RA on record?

Use form RA-3 which is a part of Registered Agent Combined Form. If RAs name is changed then RA-1 must be filed concurrently.

What is the form to resign as registered agent?

Use form RA-2 for individual or single resignation and form Ra-5 for blanket resignations (for commercial registered agent corporation or mass individual agent).

Reports

Q: Which reports do I need to file annually and bi-annually in DC?

All required report forms are available here. See table below for filing information.

Entity Report Requirements

Trade Names

Q: What is the difference between a trade name and a corporate name?

A: A corporate, limited liability or partnership name is the name under which the organization is formed, or registered, and must include a distinct qualifier, for example, . inc, llc, pllc, llp, lp, pc.

A trade name is the name under which a business operates or does business. The trade name is NOT the true or real name of the business. For example, Verizon Center is the trade name of the DC Arena, LP. It is the name that is most commonly associated with the business. Trade Name Forms and registration information is available here.

Does Corporations division provide “apostille”  (a.k.a. legalization / authentication of documents for international use) service ?

 Corporations division does not provide that service. However, you may request this service from D.C. Office of the Secretary.

 To do so, please, follow these steps:

1. Locate document or certificate that you need and file a Application for Certificate of Good Standing and Certified Copy* with Corporations Division.
2. Once certified copy of the document or certificate is received from Corporations Division; contact D.C. Office of the Secretary to request document authentication. 

 Use this web link for further information about this process.