One of the great things about the U.S. is the uniqueness of each individual state. Beyond cultural, political, historical and artistic variances, this truism (fortunately or unfortunately) applies to Secretary of State corporation search interfaces. Each state’s agency handles the design and offerings of their interface their own way—some allow for free corporate status reports, free corporate documents, and free searching, while others find a way to charge for each step in the process of obtaining company information.
To back up, a common library reference request is to find the state of incorporation for a particular corporation. The reasons for this request are typically rooted in the legal concept of citizenship/diversity of citizenship—corporations are considered citizens of the states in which they are incorporated or the state where they have their principal place of business. This is where searching Secretary of State sites come in: Secretary of State sites contain the information about a corporation’s state of incorporation.
Finding a company’s state of incorporation has the potential to require multiple searches through different state’s Secretary of State sites. Trying to find the sites–or the portion of the site dedicated to corporation searching–can be trying: different states use different nomenclature, and some states use perplexing website design. Luckily, Coordinated Legal Technologies, a website dedicated toward posting compilations of free legal sources, hosts an online compilation of all the Secretary of State corporation search pages. Conveniently—given the tendency for some state sites to bury the location of their search interfaces deep within their sites—the Coordinate Legal Technologies links navigate the user directly to the search interfaces of the particular state. And, the compilation also provides information on which states charge fees.
Conducting the searches
Just as a rule of thumb for when you begin your searches: larger corporations typically choose to incorporate in the state of Delaware. There are myriad reasons for this as Lewis S. Black defines in Why Corporations Choose Delaware, Delaware boasts: a flexible and advanced corporation law, a legislative body dedicated to keeping as cutting edge with corporate law as possible, and the corporation-centric Delaware Court of Chancery. For our purposes, it’s wise to start your searches in Delaware.
In the Delaware interface, enter the name of your corporation. The state of incorporation is confirmed to be Delaware if the corporate status screen says “residency: domestic”, “state: DE”, like the below example:
If the result states “residency: foreign”, your company’s state of incorporation is in a different state. Helpfully, Delaware provides the requisite information to users on which state the corporation is actually incorporated—the below example is a company whose state of incorporation is Pennsylvania:
If your corporation searches yield no results in the Delaware interface, then, simply, the company is not registered to do business in that state. The next steps turn into cyber-sleuthing: you compile as much information as you can about the company, and use this information to being searching other Secretary of State sites. This is when the Coordinated Legal Technologies compilation of Secretary of State corporation search interfaces becomes extremely useful–the legwork of finding the web address for the particular site has been done for you.