The following are some of the most frequently asked questions (FAQ) about business entities.
Formation FAQ's
Document Submission FAQ's
Miscellaneous FAQ's
Formation FAQ's
What entities types are filed at DFI?
The following Business Entity Types are filed at the DFI:
- Business Corporations
- Nonstock (Not-for Profit) Corporations
- Cooperatives
- Limited Partnerships
- Limited Liability Companies
- Limited Liability Partnerships
- General Partnership (optional registration)
- Common Law Trusts
- Foreign (out-of-state) entities of the same types, licensed to transact business in Wisconsin
- Unincorporated Cooperative Associations
- Veterans organizations
- Certain types of religious corporations
Sole Proprietorships can register their business name by filing a registration of Tradename. See our
Trademark page for more information.
How do I check name availability?
You can see the names already in use by searching our
Corporate Registration Information System - CRIS. Y
ou may also call the Corporation Bureau at 608-261-7577 and ask an agent to perform a search. The results of verbal searches are tentative, because the pool of available names changes daily and our operators do not have all information available to them.
No name should be assumed to be available until you have received written confirmation that your formation filing or name change amendment has been examined and accepted ("FILED") by the department.
Do I need an attorney to help me file formation documents?
Your situation will dictate whether or not you need an attorney, but it is not mandatory that you engage an attorney. The department has forms and instructions available, but cannot offer legal advice. The persons forming the business have the responsibility to select the appropriate type of entity (corporation, LLC, limited partnership, etc.) to use.
A lawyer can offer professional guidance in making this decision and in organizing the entity.
What is a Registered Agent and what do they have to do?
The registered agent is the person (individual or existing entity), resident in Wisconsin, designated by the entity to receive official communications on its behalf, such as service of process, annual report forms, tax forms, etc. It may be an officer or employee of the entity, or someone not directly involved, such as an attorney. It is important to keep the registered agent and registered office information current, as significant consequences could arise for failure to receive and act on important papers sent to the corporation's registered agent.
The physical address of the entity's registered agent's business office is the corporation's "registered office."
If I cannot file online, do you have paper forms available?
Yes, the department publishes forms for almost every type of transaction. They are available on the forms page.
How do I file documents to become a Student Entrepreneur?
The forms, along with instructions on how to submit them, are available
here.
Document Submission FAQ's
How do I pay and submit electronically/online?
The documents that can be submitted and paid online are found on the File Online Page
Can I e-mail my documents to DFI?
The requirements for submitted documents via email are below:
If the document sent are of poor quality, you will receive an email back asking for a better quality document.
How do I expedite something?
Deliver your charter document or service request with an additional $25.00 expedited service fee for each transaction. Mark the request "FOR EXPEDITED SERVICE" by checking the corresponding box in the upper right corner. Expedited service requests are acted on by the close of business the following business day.
How can I correct a mistake I made on a form?
Domestic and foreign corporations, limited liability companies, and limited liability partnerships may correct a document that was filed by the department if the document contains a statement that was incorrect at the time of filing or if the document was defectively executed, including defects in any attestation, seal, verification or acknowledgement.
Statement of Correction may not be used to cancel or undo filed Articles of Dissolution or any other previously filed document.
To make a correction, file a 
Statement of Correction form.
How do I change our registered agent information?
An entity may change its registered agent, the agent's email address, or the registered office by appropriately noting the change on its annual report, or by separately filing a Statement of Change or Amendment.
How will I receive proof of my filing?
- Documents filed electronically online – You will ONLY receive an emailed confirmation of your filing.
- Documents filed by paper –You will receive an emailed confirmation if you have provided a contact email address. Otherwise, we will mail your document out via 1st class mail to the contact address.
How do I file a dissolution or withdrawal?
The forms, along with instructions on how to submit them, are available
here.
Miscellaneous FAQ's
What other services do you provide?
For a fee, the department will supply a certified or simple copy of any filed document or issue a certificate of status regarding an entity record
. To place a service request,
visit here.
Additionally, the department offers a "Corporation Master File" available for purchase. The file contains much of the information available on
Corporate Registration Information System (CRIS), but does not reflect officer/director
information. The CRIS contains over 704,000 active and inactive entities. For more information,
visit here.
What if I need the owner's name?
Business entities are not required to reveal ownership information to this department. Corporations are obligated to file an annual report with the department, indicating the name and address of its officers and directors, but no information is disclosed with respect to the shareholders ("owners") of the corporation.
Where do I get a Sellers Permit?
Sellers permits are handled by the Department of Revenue. For more information read Sales and Use Tax Frequently Asked Questions at the Department of Revenue.
How do I qualify as a Qualified New Business Venture?
The forms, along with instructions on how to submit them, are available
here.
Where can I find Tax ID number information?
Employer Identification Numbers are handled with the IRS. Please read the publication Understanding Your EIN - Employer Identification Numbers.
What are Status, Status Dates & Transactions?
"Status" means the entity's condition in relation to the statutory law under which it is formed or governed. Conditions are characteristics indicating, for example, that an entity has been formed and is in existence; that it is current with its annual report filing requirement; that it has been voluntarily or involuntarily dissolved, or that its name is reserved. The CRIS status is not an assessment of the entity's financial condition, stability, or business practices.
"Transaction" is a specific action or event, such as the filing of articles of incorporation or amendment, or revocation of certificate of authority. A transaction will have a document on-record associated with the change.
A line entry on the Chronology page may represent a transaction, such as the filing of articles of incorporation or an amendment, or the establishment of a status, such as "DLQ – Delinquent," indicating an entity has not filed its required annual report. A single entry may have the character of both a transaction and a status. For example, an entry coded as "DIS" is both a transaction (the filing of articles of dissolution) and a status (reflecting the entity as dissolved).
Common Transaction and Status Codes
CODE
|
TITLE |
DESCRIPTION
|
STATUS
|
TRANSACTION
|
ADS
| Administratively Dissolved
| An administrative action causing an entity's involuntary dissolution
| X
| X
|
AMD
| Amendment
| A filing amending the charter documents
|
| X
|
CAN
| Certificate of Cancellation
| A filing terminating an entity by cancelling a registration
| X
| X
|
CHG
| Change Registered Agent
| A filing changing the registered agent, agent's email, and/or registered office
|
| X
|
CNS
| Consolidated
| A filing terminating an entity by consolidating it into a new entity
| X
| X
|
CNV
| Articles of Conversion
| A filing converting an entity from one type of organization to another
|
| X
|
COR
| Correction
| A filing correcting a previously filed document
|
| X
|
CRE
| Certificate of Reinstatement
| A certificate issued in evidence of an entity's reinstatement from administrative or involuntary dissolution or revocation/termination of certificate of authority/registration
|
| X
|
DIS
| Dissolved
| A filing to dissolve an entity
| X
| X
|
DLQ
| Delinquent
| Not current with annual report filings
| X
|
|
DMS
| Articles of Domestication
| A filing domesticating an entity in WI
| | |
DNP
| Dissolved - Name Protected
| A filing to dissolve an entity
| X
| X
|
IBS
| In Bad Standing
| Not current with annual report filings
| X
| |
IDS
| Involuntarily Dissolved
| An administrative action causing an entity's involuntary dissolution
| X
| X
|
IGS
| Restored to Good Standing
| Previously DLQ or IBS but now current with report filings
| X
| |
IID
| Intent to Involuntarily Dissolve
| A notice to an entity of an impending action to cause its involuntary dissolution
|
| X
|
INC
| Incorporated/Qualified/Registered | Creating a domestic entity or licensing a foreign entity and indicating the entity is current with its report filings
| X
| X
|
INR
| Intent to Revoke/Terminate
| A notice to an entity of an impending action to revoke or terminate its certificate of authority/registration
| | X
|
MER
| Merger
| A merger transaction in which the entity is the survivor
|
| X
|
MGD
| Merged/Acquired
| A merger transaction in which the entity is the non-survivor
| X
| X
|
NAD
| Notice of Intent to Administratively Dissolve
| A notice to an entity of an impending action to cause its administrative dissolution
| | X
|
ORG
| Organized
| Creating a domestic entity and indicating that no filing has been made to terminate the entity
| X
| X
|
RCA
| Revocation/Termination of Certificate/Registration
| Revoking or terminating the license of a foreign entity
| X
| X
|
RDP
| Revocation of Dissolution
| a filing reversing a previously filed dissolution
|
| X
|
RES
| Short Term Name Reservation
| 60 or 120 day term
| X
| X
|
RGD
| Registered
| Registered entity; or Unlicensed Foreign name registration
| X
| X
|
RLT
| Long term name reservation
|
10 year term
| X
| X
|
RRA
| Resignation of Registered Agent
| A filing made by a registered agent resigning their appointment as a registered agent |
| X |
RST
| Restated articles
| Restating the charter documents
| | X
|
SHX
| Articles of Interest Exchange
| a filing exchanging interest between two or more entities
|
| X
|
STA
| Statement of Authority
| A filing granting or limiting the authority of a person, or the cancellation or renewal of such statement
|
| X
|
TER
| Terminated
| A filing terminating the entity's existence
| X
| X
|
WTD
| Withdrawal
| A filing by an entity to terminate its license in Wisconsin
| X
| X
|
Glossary of Terms
| Annual Report Locator # | The number identifying an annual report on record for the entity. For example, 1987 057 1714 means report year 1987, film reel 057 and image 1714 on that reel. A number with zeros for the reel and image (i.e., 2002 000 0000) represents an electronically filed Annual Report. The year of that number indicates the report year for which it was filed. |
| Domestic | An entity organized under the laws of Wisconsin |
| Drafter | The individual who determines the language of the document and the arrangement of that language (construction) within the document. |
| Effective Date | "Registered Effective Date" or "Effective Date" means the date the domestic entity was created or the foreign entity was licensed in Wisconsin.
On the CHRONOLOGY panel, "effective date" means the date a document, transaction or status is treated as effective. The date may be earlier, be the same as, or be later than the "Processed" date of a document.
|
| Entity | A foreign or domestic corporation, limited partnership, limited liability partnership, or limited liability company
|
Foreign
| An entity organized under the laws of a state or country other than Wisconsin |
| Foreign Org Date | The date indicated by the foreign entity as the date it was formed in its state of organization
|
| Foreign State | The postal code abbreviation for the state under whose laws the entity is organized. If the designation "XX" appears, the entity is organized under the laws of a state or country other than the United States.
|
| ID Number | The file number assigned to the record by Department of Financial Institutions |
| Management | A limited liability company has members (similar to a partnership) who may directly manage the company or who may vest management in one or more managers. Managers need not be members of the limited liability company. |
| Organizer | A person who signs and delivers the articles of organization for filing to the Department of Financial Institutions. A limited liability company may have more than one organizer. |
| Paid Capital Representation | A foreign corporation pays a fee based on the proportion of its capital represented in Wisconsin. The capital on which fee has been paid is expressed in $1,000's. $00000083M, for example, indicates that the corporation has paid fee on a capital representation of $83,000. |
Principal Office
| The location of the entity's principal executive offices |
Processed Date
| The date the document was examined, accepted and "Filed" by the department.
|
| Record Type | The numerical code assigned to a type of entity
01, 02, 05, 06, 09, 10 and 16 are corporations
03 and 04 are cooperative associations
07 and 08 are limited partnerships
12 and 13 are limited liability companies
14, 15, 24 and 25 are limited liability partnerships
17 and 18 are General Partnerships (optional registration)
20 is a common law trust
90 is a name registered by an foreign entity not licensed to transact business in Wisconsin
96, 98 and 99 are reserved names
11 is a special type or class of entity
|
Registered Agent
| The person designated by the entity to receive service of process and other official communications on its behalf |
| Registered Office | The business office of the entity's registered agent |
| Status and Status Date | The status of the entity and the date that status was established. (See " Status, Status Dates and Transactions " in the previous section.) |
UNL FGN
| An Unlicensed Foreign Entity
|
Annual Report FAQ's
What are the annual reporting requirements and due dates?
Annual reports are required for the following entity types:
Ch. 100.23 – Agricultural Associations
Ch. 226 – Common Law Trusts
Ch. 178 – Limited Liability Partnerships
Ch. 179 – Limited Partnerships (effective 1/1/23)
Ch. 180 – Business Corporations
Ch. 181 – Nonstock Corporations
Ch. 183 – Limited Liability Companies
Ch. 185 – Cooperative Associations
A domestic entity shall deliver its Annual Report to the Department in each year following the calendar year in which the entity registered, during the calendar year quarter in which the anniversary date of the registration occurs.
Domestic Entity Annual Report Due Dates
| Calendar Quarter |
Incorporation Date
|
Annual Due Date
|
| Quarter 1 | January 1st thru March 31st
| March 31st
|
Quarter 2
| April 1st thru June 30th
| June 30th
|
Quarter 3
| July 1st thru September 30th
| September 30th
|
Quarter 4
| October 1st thru December 31st
| December 31st
|
A foreign entity registered to transact business in this state shall deliver its Annual Report to the department during the first calendar quarter of each year following the calendar year in which the foreign entity becomes registered to transact business in this state.
Foreign Entity Annual Report Due Date
Calendar Quarter
| Qualification Date
|
Annual Due Date
|
| Quarter 1 | January 1st thru December 31st
| March 31st
|
I received a postcard notification - what now?
The postcard is the NOTICE OF ANNUAL REPORT FILING REQUIREMENT, it is letting you know that your entity's annual report needs to be filed. Follow the instructions on the postcard to file your required annual report.
I discovered that my business is "delinquent". What does that mean, how did it occur and how can I cure it?
An entity goes delinquent because it failed to file its required annual report with the department. If the delinquent status is not cured for an extended period, the entity runs the risk of being administratively dissolved.
Delinquent status may be cured by filing a current annual report and paying the back annual report fees.
What are Administrative Dissolutions?
Typically, entities that fail to file an annual report after several years are subject to being administratively dissolved by the the department. Attempts are made to contact these entities by US Mail and lastly through publication on the department's website.
For full information,
visit here.
What is a Foreign Revocation or Termination?
Foreign entities that fail to file an annual report within four months of the March 31st due date, are subject to having their Certificate of Authority/Registration revoked or terminated by the department. Attempts are made to contact these entities by US Mail and lastly through publication on the department's website.
Corporate Transparency Act FAQ's
Please
note that the Department of Financial Institutions does not administer
the CTA and is unable to answer specific questions regarding
compliance.
Where can I get more information on this topic?
This
information is provided on behalf of the Department of the Treasury and
FinCEN, which administers the CTA's reporting requirements. Visit the
webpages below or contact FinCEN for more information:
FinCEN's beneficial ownership information webpage:
FinCEN's small entity compliance guide
FinCEN's FAQs: FinCEN email: FRC@fincen.gov
FinCEN's Regulatory Helpline: 1-800-767-2825
FinCEN's contact form
The
Corporate Transparency Act (“CTA") was enacted by Congress on a
bipartisan basis on January 1, 2021, as part of the National Defense
Authorization Act. The CTA seeks to prevent and combat money laundering,
terrorist and proliferation financing, serious tax fraud, and other
financial crimes by making it harder for bad actors to hide or benefit
from their ill-gotten gains through shell companies or other opaque
structures. Among other reforms, the CTA requires most corporations,
limited liability companies, and other similar entities formed or
registered to do business in the United States to report information
about their beneficial ownership to the Financial Crimes Enforcement
Network (FinCEN), a bureau within the U.S. Department of Treasury.
What entities are required to file reports with FinCEN?
The
CTA's reporting requirements apply to corporations, limited liability
companies, and other entities created by filing a document with the
Department of Financial Institutions or a similar office in another
state (such as a secretary of state's office). The CTA refers to these
entities as domestic reporting companies. The CTA's
reporting requirements also refers to entities formed in another country that
have registered to do business in the United States by filing a document
with the Department of Financial Institutions or a similar office in
another state. The CTA refers to those entities as foreign reporting companies.
Several
types of types of entities are exempt from these reporting
requirements, including tax-exempt entities. The FinCEN resources below
provide more information on reporting requirements and exemptions.
When does the CTA take effect?
A domestic reporting company formed prior to January 1, 2024 must file its initial report with FinCEN by January 1, 2025.
A domestic reporting company formed during calendar year 2024 must file its initial report with FinCEN within 90 calendar days
of the date it first receives direct or public notice that its
formation has become effective. A domestic reporting company formed in
Wisconsin receives notice of its effective formation in two ways: (1)
direct notice is sent to the filer in an email from the Department of
Financial Institutions stating that the company's articles of
incorporation, articles of organization, or other formational document
has been accepted and filed; and (2) the same day, public notice is
provided by adding the newly formed company to the DFI's public corporate records database.
A foreign reporting company registered prior to January 1, 2024, must file its initial report with FinCEN by January 1, 2025.
A foreign reporting company first registered during calendar year 2024 must file its initial report with FinCEN within 90 calendar days
of the date it first receives direct or public notice that its
registration has become effective. A foreign reporting company
registered in Wisconsin receives notice of its effective registration in
two ways: (1) direct notice is sent to the filer in an email from the
Department of Financial Institutions stating that the company's
certificate of authority, registration statement, or other registration
document has been accepted and filed; and (2) the same day, public
notice is provided by adding the newly registered company to the DFI's public corporate records database.
The form for reporting beneficial ownership information will be posted on FinCEN's beneficial ownership information webpage once the CTA takes effect. FinCEN will begin accepting beneficial ownership information reports on January 1, 2024.
Contact Us
Phone: (608) 261-7577
Email: DFICorporations@dfi.wisconsin.gov
Mailing Address:
Wisconsin Department of Financial Institutions
Division of Corporate and Consumer Services
PO Box 93348
Milwaukee, WI 53293-0348
Physical Address:
Wisconsin Department of Financial Institutions
Division of Corporate and Consumer Services
4822 Madison Yards Way, North Tower
Madison, WI 53705