Think of your local secretary of state as the ultimate business record keeper. In all 50 states (and other U.S. territories) secretaries of state don't just perform essential election duties, their office registers countless businesses, authenticates companies and company names and maintains heaps upon heaps of business records. These records range from business name availability to the formation of limited liability companies to – you guessed it – incorporation status. When you're curious about the incorporation or registration of just about any business, secretaries of state are the gatekeepers you'll want to turn to – luckily, it's 2019, so you can easily find what you're looking for using your computer or smartphone.
Registration Versus Incorporation
Though they can often be tracked down by the same or similar means, registration and incorporation are two different things in the world of business.
To operate legally, even the smallest of businesses need to be registered. Registration usually comes with a nominal fee and must be renewed each year. When a business is registered by its owner, local government agencies keep records and databases that allow customers to search for the basic details and contact information of currently active businesses in the area. Owners of a registered business are responsible for paying any business-related debt and are taxed on their individual tax return. Registration does not guarantee ownership of a business name.
While incorporation comes at a higher monetary cost to the business owner, it does remove some of the risk of liability when it comes to debt and bankruptcy, defining the business owner and the business as separate entities. For incorporated businesses, business income is filed in a corporate tax return and owners have exclusive rights to their business name and logo.
Tracking Down the Info
For smaller businesses, your state securities regulator and the secretary of state where the company is incorporated are your best bet for finding out whether a business is registered or incorporated, and if it's in good legal standing.
In most cases, your state's secretary of state website hosts a free, fully searchable database of businesses that have been registered or incorporated in your state. Start by visiting the National Association of Secretaries of State's website at NASS.org for a full list of secretaries of state in the U.S. At your state's secretary of state website, you'll typically find a business search page that lets you search by the company's entity number, LLC name, LP name or corporation name by keyword. These searches reveal the business' address, owner, active or inactive status, lists of additional directors, the type of business, filing fees paid, original registration date and more. Any registered business should be listed on these SoS databases; if a business is incorporated, you'll find a full copy of the articles of incorporation, too.
At the North American Securities Administrators Association's site, NASAA.org, you can find the contact info of your state's securities regulator. By contacting the regulator, you can find out if a company registered in your state has been cleared to sell securities.
Don't Forget Corporate Reports
In general, if a company has $10 million or more in assets and 500 or more shareholders or lists their securities on a Nasdaq exchange, they must file corporate reports with the United States Securities and Exchange Commission. On documents such as Form 10-Q, 10-K and 8-K, you can find what the SEC describes as a "treasure trove of information," including quarterly financial reports, annual reports, audited financial statements and regular reports of significant events. Companies often host these reports on their public-facing or investor websites, but you can also find them online at EDGAR, the SEC's free searchable database.
Check your local secretary of state's website to find a database of registered businesses, incorporation information and more free info.
- Medium: Registration vs. Incorporation: Which Is Right for Your Business?
- U.S. Securities and Exchange Commission: Getting Info About Companies
- Alex Padilla, California Secretary of State: Business Search – Search Tips
- Alex Padilla, California Secretary of State: Business Search
- Cornell Law School Legal Information Institute: 22 U.S. Code 4802 – Responsibility of Secretary of State