Legal Question in Business Law in California

Re: LLC & Foreign Qualification

Answering this question authoritatively would probably require knowing the statutes and applicable appellate court decisions of each state, and I'm sure that many states are trying to find ways to oblige foreign corporations and LLCs which accept orders from their citizens to register in order to do business legally.

In California, and possibly in many other states, passive activites such as having a Web site would probably not obligate you to register as a foreign LLC because (1) you would not be transacting intrastate business in California, and (2) the Commerce Clause of the Constitution has been held to forbid imposition of certain taxes on interstate commerce.

In addition, you might be exempt from registration under California-type laws on the basis that you activity directed toward the state was below the threshold to be deemed "doing business" in that state.