How to Register an Out-of-State Business in New Mexico
May 3, 2026
By Nadia Cabrera-Mazzeo, Esq.
If you’re doing business in New Mexico but your company is registered in another state, you may have to register your out-of-state business in New Mexico as a “foreign” entity. “Foreign” in this case means out of state.
Why register as a foreign entity?
Doing business in New Mexico as an LLC or corporation without a valid registration could result in fees and penalties imposed by the New Mexico Secretary of State. Other than avoiding fees and penalties, the main benefit to registering as a foreign entity is the ability to bring a lawsuit in New Mexico courts. For example, while collecting debts in New Mexico does not require registration as a foreign entity, an out of state company looking to collect a debt through a lien or other legal instrument in New Mexico will have to register as a foreign entity first.
When do you have to register as an out-of-state business in New Mexico?
Out of state businesses must register in New Mexico if they are “transacting business” in New Mexico. There is no exact definition for what it means to transact business in New Mexico. The best guidance we have is a list of actions that are NOT considered doing business in New Mexico for purposes of foreign entity registration:
Involvement in a lawsuit;
Holding business meetings;
Having a bank account;
Selling through independent contractors;
Soliciting orders for goods or services that have to be accepted outside of New Mexico;
Collecting debts;
Making standalone deals that are completed within 30 days;
Doing business in interstate commerce.
Click here for the actual law with a fuller, non-exhaustive list and examples from court cases. The statute linked here is for corporations, but very similar rules apply to LLCs as well.
If you’re selling goods or services in New Mexico and you have a managerial presence in New Mexico that can accept orders, then you’re likely doing business in New Mexico under the meaning of the law and will need to register as a foreign entity.
How to register a foreign business entity
You can register your out-of-state business in New Mexico through the New Mexico Secretary of State’s online business portal. Follow the steps below to access the correct form:
1 Go to the New Mexico Secretary of State’s online business portal.
2 Log in or create a free account.
3 Click on the “Forms” tab on the left-hand side of the home page.
4 Go to the dropdown menu at the top of the page where it says “Apostille” and click “Business.”
5 Click on “Application for Name Reservation” at the bottom of the Business page in the “Other Filings” section.
6 Complete the application, pay the fee, and submit.
Want to take this off your plate?
Schedule a consultation today!
Law office of Nadia Cabrera-Mazzeo, Esq.
Small business and contracts lawyer
Based in Taos, serving clients throughout New Mexico
505 427 2025
nadia@honestcontracts.com
The information on this website is not legal advice and does not create an attorney-client relationship. The rates and fees listed on this website may not be the most up to date.