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PENNSYLVANIA DEPARTMENT OF STATE 
BUREAU OF CORPORATIONS AND CHARITABLE ORGANIZATIONS       
  Return document by mail to:                                                                      
  
 Name                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                              
 Address 
  
 City                                               State                             Zip Code 
  
  Return document by email to: _________________________________ 
                                                                                                                                                      
   Read all instructions prior to completing. This form may be submitted online at https://www.corporations.pa.gov/.  
 
Fee:  $250                                        I qualify for a veteran/reservist-owned small business fee exemption (see instructions) 
 
               In compliance with the requirements of the applicable provisions of 15 Pa.C.S. § 412 (relating to foreign 
registration statement), the undersigned foreign association hereby states that: 
 
 1. The type of association is (check only one): 
         Business Corporation                       Limited Partnership                             Business Trust 
         Nonprofit Corporation                      Limited Liability (General) Partnership         Professional Association 
         Limited Liability Company                  Limited Liability Limited Partnership            
 
2. The full and proper name of the foreign association as registered in its jurisdiction of formation is: 
 
2A. If the name in  2does not contain a required designator  orif the name in  is2not available for use in the 
Commonwealth, the alternate name under which the association is registering in this Commonwealth is: 
 
3.  The jurisdiction of formation is: _____________________________________________________________________ 
 
4. The street and mailing address of the association’s principal office. 
 
____________________________________________________________________________________________________________ 
           Number and street                                            City                                           State                     Zip 
 
4A. The street and mailing address of the office, if any, required to be maintained by the law of the association’s 
jurisdiction of formation in that jurisdiction: 
 
____________________________________________________________________________________________________________ 
           Number and street                                            City                                           State                     Zip

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DSCB:15-412 - 2 
 
5.  The (a) address of the association’s proposed registered office in this Commonwealth or (b) name of its Commercial 
Registered Office Provider and the county of venue is: 
 
Complete part (a) OR (b) – not both: 
 
(a)  ________________________________________________________________________________________________________        
           Number and street                                                        City                                 State                        Zip                  County 
                                                                                              OR 
                                                                                               
(b) c/o: _____________________________________________________________________________________________________ 
              Name of Commercial Registered Office Provider                                                                                                      County 
 
 6.  Check one of the following:  
     The       association may not have series. 
     The association may have one or more series.  
 
 7.  Effective date of registration of foreign association (check, and if appropriate complete, one of the following): 
     The       Foreign Registration Statement shall be effective upon filing in the Department of State. 
     The Foreign Registration Statement shall be effective on: _________________________ at __________________. 
                                                                                                      Date (MM/DD/YYYY)                                 Hour (if any) 
 
8.  To be completed byLimited Liability Companiesonly                     .  Check, and if appropriate complete, one of the following:  
 
         The association is a limited liability company which is not organized to render any of the below professional 
    service(s). 
     
         The association is a restricted professional limited liability company organized to render one or more of the 
    following professional service(s): (If this box is checked, one or more of the fields below must be checked.) 
 
     ___Chiropractic                               ___Dentistry                                   ___Law                    ___Medicine and surgery 
     ___Optometry                                  ___Osteopathic medicine and surgery            ___Podiatric medicine     ___Public accounting 
     ___Psychology                                 ___Veterinary medicine 
 
IN TESTIMONY WHEREOF, the undersigned association has caused this Foreign Registration Statement to be signed by 
a duly authorized representative thereof this ______________ day of  ____________________________, 20_________. 
 
                                                                                                 ______________________________________ 
                                                                                                                     Name of Association 
 
                                                                                                 ___________________________________________________ 
                                                                                                                   Signature 
 
                                                                                                 ___________________________________________________ 
                                                                                                                      Title

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DSCB:15-412–Instructions

Pennsylvania Department of State
Bureau of Corporations and Charitable Organizations
P.O. Box 8722
Harrisburg, PA 17105-8722
(717) 787-1057
Website: www.dos.pa.gov/corps

General Information
Typewritten is preferred. If handwritten, the form must be name. The minimum requirements for association names can
legible and completed in black or blue-black ink in order to be found at 15 Pa.C.S. §§ 201-209. Provisions relating to
permit reproduction. foreign association names are at 15 Pa.C.S. § 206 and § 414.

The nonrefundable filing fee for this form is $250. Checks Designators:
should be made payable to the Department of State. Checks Designators are the words or abbreviations used at the end of
must contain a commercially pre-printed name and address. the association name which designate the type of association.
Filers requesting a veteran/reservist-owned small business fee Minimum designator requirements are:
exemption should attach proof of the veteran’s or reservist’s
status to the Foreign Registration Statement form when Business corporations – The name of a domestic or
submitted. For more information on the fee exemption, see registered foreign business corporation must contain:
Fees and Payments. (1) the word “corporation,” “company,” “incorporated” or
“limited” or an abbreviation of any of these terms;
This form and all accompanying documents shall be mailed to (2) the word “association,” “fund” or “syndicate”; or
the address stated above. (3) words or abbreviations of like import used in a jurisdiction
other than this Commonwealth.
A foreign corporation (both business and nonprofit The name of a business corporation may not contain the term
corporation) is required by 15 Pa.C.S. § 4124 or by 15 Pa.C.S. “limited liability company” or an abbreviation of that term.
§ 6124 (relating to advertisement) to advertise its intention to
register or its registration to do business in Pennsylvania. Professional corporations – The provisions of § 203(a)
Proofs of publication of such advertising should not be (relating to requirements for business corporation names) shall
submitted to, and will not be filed in, the Department, but not prohibit the use of a name of a professional corporation if
should be filed with the minutes of the corporation. the name contains and is restricted to the name or the last
name of one or more of the present, prospective or former
Who should file this form? shareholders or of individuals who were associated with a
Foreign filing associations are corporations for profit, predecessor or whose individual name or names appeared in
corporations not-for-profit, limited partnerships, limited the name of the predecessor. The name of a professional
liability companies, professional associations and business or corporation may contain the term “Professional Corporation”
statutory trusts that were not created or formed under the laws or “P.C.,” in place of a business corporation designator. The
of Pennsylvania. Foreign filing associations and foreign name of a professional corporation may contain the word
limited liability partnerships desiring to do business in this “associates” but this is not considered an association
Commonwealth must register with the Department of State by designator.
filing this form. A foreign filing association or foreign limited
liability partnership may not do business in this Nonprofit corporations – The name of a domestic nonprofit
Commonwealth until it registers with the Department. See 15 corporation or registered foreign corporation not-for-profit
Pa.C.S. § 403 for activities that do not constitute doing may (but is not required to) contain:
business in this Commonwealth. It is up to the association to (1) the word “corporation,” “company,” “incorporated” or
determine whether its activities require it to register with the “limited” or an abbreviation of any of these terms;
Department of State. (2) the word “association,” “fund” or “syndicate”; or
(3) words or abbreviations of like import used in a jurisdiction
Applicable Law other than this Commonwealth.
For foreign associations, in general, 15 Pa.C.S. §§ 102; 401-
419; for registration statement, 15 Pa.C.S. § 412; for names, Limited liability companies – The name of a domestic
15 Pa.C.S. § 414 and §§ 201-209. Statutes are available on the limited liability company or registered foreign limited liability
Pennsylvania General Assembly website, company must contain:
www.legis.state.pa.us, by following the link for Statutes. (1) the term “company,” “limited” or “limited liability
company” or an abbreviation of one of those terms, or
Assocation Name Requirements (2) words or abbreviations of like import used in a jurisdiction
Generally, the name of an association may not be the same as other than this Commonwealth.
the name of another association which is already on the The name of a limited liability company may not contain any
records of the Department of State. Depending on the type of words implying that it is a business corporation, such as
association, certain designators must be used in the association

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DSCB:15-412–Instructions

“corporation” or “incorporated” or an abbreviation of these filing is to be returned by email, an email address must be
terms. provided. An email will be sent to address provided,
containing a link and instructions on how a copy of the filed
Limited liability partnerships – The name of a domestic document or correspondence may be downloaded. Any email
limited liability partnership or registered foreign limited or mailing addresses provided on this form will become part
liability partnership must contain: of the filed document and therefore public record.
(1) the term “company,” “limited” or “limited liability
partnership” or an abbreviation of one of those terms, or 1. Select the type of association. Only one option may be
(2) words or abbreviations of like import used in a jurisdiction selected. This field is required.
other than this Commonwealth.
2. Give the exact name of the association in its jurisdiction of
Limited partnerships – The name of a domestic limited formation. This should include the exact spelling, punctuation
partnership or registered foreign limited partnership is not and any identifier such as “Inc.,” “LLC” or “Limited.”
required to contain a word or abbreviation indicating that it is Jurisdiction of Formation means the state or country of
a limited partnership and may contain the name of a partner. incorporation or domestic registration. For the purposes of this
However, if the limited partnership is a limited liability limited form, the jurisdiction of formation may not be Pennsylvania.
partnership, the name must contain: This field is required.
(1) the term “company,” “limited” or “limited liability limited
partnership” or an abbreviation of one of those terms, or 2A. Alternate name:
(2) words or abbreviations of like import. A foreign association must register under its proper name
under the laws of its jurisdiction of formation if that name
Business trusts –The proper name of a domestic business satisfies the requirements of 15 Pa.C.S. §§ 201-209. If the
trust or registered foreign business trust is not required to proper name is unavailable because it is not distinguishable on
contain a word or abbreviation indicating that it is a business the records of the Department of State from a name already in
trust. use, reserved or registered or if the name does not comply
with 15 Pa. C.S. §§ 201-209 (relating to names), the foreign
Restricted word and/or approvals: association must adopt an alternate name for use in
Association names may not contain words, phrases or Pennsylvania that complies with 15 Pa. C.S. §§ 201-209 and
abbreviations prohibited or restricted by statute or regulation, set forth the resulting name in Paragraph 2A.
unless in compliance with the restriction, generally with the
consent or approval of a government agency, board or An acceptable association identifier must be part of the
commission. These may include certain professional and association name. For foreign association name requirements,
occupational boards or commissions of the Bureau of see 15 Pa.C.S. § 412 and § 414. Where the name of the
Professional and Occupational Affairs, the Department of foreign association does not comply with 15 Pa.C.S. §§ 201-
Education, the Department of Banking and Securities, the 209 (relating to names), the foreign association must adopt an
Insurance Department or the Public Utility Commission. alternate name that complies with 15 Pa.C.S. §§ 201-209 for
There are also words and abbreviations that may be restricted, use in Pennsylvania. If applicable, enter the name for use in
prohibited, or may be permitted in certain instances as Pennsylvania in 2A. A.
provided in various federal statutes, Attorney General
opinions and Bureau regulations. After registering to do business in this Commonwealth under
an alternate name, a foreign association shall do business in
Attachments this Commonwealth under any of the following:
The following, in addition to the filing fee, shall accompany (1) The alternate name.
this form: (2) Its proper name under the law of its jurisdiction of
(1) One copy of a completed form DSCB: 15-134A formation, with the addition of the name of its
(Docketing Statement) for foreign corporations, jurisdiction of formation.
business trusts and limited liability companies only. (3) A name the foreign association is authorized to use
(2) Any necessary copies of form DSCB: 19-17.2 (Consent under 54 Pa.C.S. Ch. 3 (relating to fictitious names).
to Appropriation of Name). If Consent cannot be
obtained, the association may adopt, for the purpose of If a foreign association adopts an alternate name in order to
doing business in this Commonwealth, an alternate register to do business in Pennsylvania, the registered foreign
name as indicated in Instruction 2A. association must use the alternate name in all subsequent
(3) Any necessary governmental approvals. documents delivered to the Department for filing.

Field 2A is required only if thename in field 2 is
Form Instructions unavailable because it is not distinguishable on the records
Enter the name and mailing address to which any of the Department of State from a name already in use,
correspondence regarding this filing should be sent. This field reserved or registered or if the name does not comply with
must be completed for the Bureau to return the filing. If the 15 Pa. C.S. §§ 201-209 (relating to names).

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DSCB:15-412–Instructions

3. “Jurisdiction of formation” means the jurisdiction, other registration purposes. The foreign association itself, rather
than Pennsylvania, whose law includes the governing statute than the individual series, should register as the legal entity
of the registering association. This field is required. that is transacting business in Pennsylvania. If each or any
series of the foreign association transacting business in
4. The street and mailing address of the association’s principal Pennsylvania transacts business under a name other than the
office. This address may, but need not be in the jurisdiction of name of the registered foreign association, the foreign
formation. This field is required. association must file an Application for Registration of
Fictitious Name (DSCB:54-311). This field is required.
4A. The street and mailing address of the association’s office
which is required to be maintained in the jurisdiction of 7. Any date specified as the effective date of the Foreign
formation. This field is required only if the association is Registration Statement must be a future effective date (after
required to maintain an office in the association’s the date and time of its delivery to the Department). A
jurisdiction of formation. If the jurisdiction requires that an specified effective date may not be retroactive (prior to the
association have and maintain a registered office in that date and time of the delivery of the Foreign Registration
jurisdiction, such registered office address must be supplied in Statement to the Department). If a delayed effective date is
this field. If the registered office address is in care of a specified, but no time is given, then the time used will be
commercial registered office provider, the number and street 12:01 a.m. on the date specified. If neither option for an
of the commercial registered office provider should be effective date is checked, it will be presumed that no specified
provided. delayed effective date is intended and the document will be
effective upon filing. This field is required.
5. This address must be in Pennsylvania. Give one of the
following: the registered office address in the Commonwealth 8. If the association is not a restricted professional limited
in (a) or the name of a Commercial Registered Office Provider liability company organized to render any of the identified
(b) and the county of venue. professional services, the first box must be checked. If the
association is a restricted professional limited liability
Listing a Commercial Registered Office Provider in lieu of company organized to render any of the identified professional
providing a registered office address is an option for any services, the second box must be checked and the appropriate
association that does not have a physical location or mailing professional service(s) must be checked. A response to this
address in Pennsylvania. Prior to listing a Commercial field is required from limited liability companies only.
Registered Office Provider address, the association should All other associations should disregard this item.
enter into a contract for the services of the Commercial
Registered Office Provider. Signature and Verification
An authorized representative of the foreign association must
Post office boxes are not acceptable for any address. Under 15 sign the Foreign Registration Statement. Signing a document
Pa.C.S. § 135(c) (relating to addresses), an actual street or delivered to the Department for filing is an affirmation under
rural route box number must be used as an address, and the the penalties provided in 18 Pa.C.S. § 4904 (relating to
Department of State is required to refuse to receive or file any unsworn falsification to authorities) that the facts stated in the
document that sets forth only a post office box address. document are true in all material respects. This field is
This field is required. required.

6. Check the appropriate statement as to whether or not the
foreign association may have one or more series.

Associations of certain types are authorized by the law of
some states to create series. Whether or not an association
may have series is determined by the law of its jurisdiction of
formation. Typically, the formation documents of a series
association must specifically provide for one or more
independent “series” or subsets, with members, managers,
membership interests or assets that have separate rights,
obligations and liabilities and business purposes from the
general association.If series are properly created, a debt,
obligation or liability associated with the property of a
particular series is enforceable only against property of that
series, and not against the property of the association generally
or any other series thereof.

A series association formed under the laws of another
jurisdiction will be treated as a single legal entity for

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