casemark/qualification-to-do-business
skills/legal/qualification-to-do-business/SKILL.md
Drafts U.S. foreign-corporation qualification filings (Certificate of Authority) for a target state. Use when registering a corporation to transact business outside its home jurisdiction, appointing a registered agent, checking qualification triggers, or assembling a filing-ready package. Trigger terms: certificate of authority, foreign corporation, register to do business, registered agent appointment.
$ install --global
skillsauthnpx skillsauth add casemark/skills qualification-to-do-businessInstall this skill globally with one command. Works with Claude Code, Cursor, and Windsurf.
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Last scanned: Apr 17, 2026, 2:16 PM50.2s1 file scanned
SKILL.md
- name:
- qualification-to-do-business
- description:
- >-
- Trigger terms:
- certificate of authority, foreign corporation, register to do
State Qualification to Do Business
Produces a state-specific Certificate of Authority packet for a foreign corporation seeking authorization to transact business in a U.S. state.
Quick Start
Gather before beginning:
- Formation documents (articles/certificate, bylaws, officer authorization)
- Exact legal name as filed in home jurisdiction (including punctuation and designator)
- Home-jurisdiction certificate of good standing/existence
- Current officers/directors with titles and addresses
- Target-state filing requirements (form, fee, method, signature/notary rules)
- Name-availability result in target state
Workflow
1. State Compliance Snapshot
Build this table first — all downstream work depends on it.
| Item | Output | |---|---| | Target state + filing office | Exact program and office | | Qualification required? | Yes/No + legal basis or exception | | Official form | Title, version, or "none available" | | Filing name | Legal name + assumed-name requirement if any | | Registered agent | Name, physical address, consent format | | Notarization/declaration | Required? Text if yes | | Certificate authentication | Apostille/consular rule if applicable | | Fee + payment channel | Amount and method | | Submission channel | Online/mail/in-person + portal ID |
If qualification is not required, output a reasoned denial memo instead of a filing package and stop.
2. Collect Core Data
| Field | Rule | |---|---| | Legal name | Match formation document exactly | | Formation jurisdiction + date | State/country + incorporation date | | Duration | Perpetual or fixed term | | Principal office | Physical address (no PO box if disallowed) | | Registered office | Physical in target state | | Registered agent | Full name + address + availability | | Officers | Names, titles, business addresses | | Directors | Names + addresses | | Authorized filer | Title + authority source |
Do not infer missing officer/agent details — request them.
3. Draft the Application
- Build statutory sections: identification, in-state presence, registered office/agent, governance disclosure, certification, signature block.
- Populate from source records only.
- Insert signature block with state-specific attestation/declaration.
- Add registered-agent consent using required language.
- Append filing checklist: application, good-standing certificate, name reservation docs (if needed), fee payment, required affidavits.
- Add transacting-business risk note if applicability is uncertain.
4. Validate Before Output
- [ ] No placeholders remain
- [ ] Registered-agent consent present and complete
- [ ] Good-standing certificate recency meets target-state tolerance [VERIFY]
- [ ] Officer/director rosters current and sourced
- [ ] Notary/declaration block matches state requirement
- [ ] Fee amount verified from latest state guidance [VERIFY]
Pitfalls
- No cross-state assumptions. Each state has unique forms, fees, and requirements — use target-state authority directly.
- Preserve exact legal name. Capitalization, punctuation, and entity designator must match formation documents.
- Foreign-country incorporation. Evaluate apostille or authentication chain requirements [VERIFY].
- Exempt activities. If activity may be exempt (isolated transaction, interstate-only), flag for legal review [VERIFY].
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