Good Standing Certificates
A certificate of good standing is a document that is issued by the state where a business is formed or registered. The certificate bears the name of the business as well as a statement that the company is active and in “good standing” in that state. Being in “good standing” generally means that the company is in compliance with state requirements like annual reporting and/or annual fees/taxes owed to the Secretary of State. Some states issue a similar certificate called a certificate of existence that bears the name of the company along with a statement that the company “exists” on the registry in that state.
Other information may be included on the certificate, including the date of registration, registered agent information, domestic state (on foreign certificates), and/or company ID/file number. The information included on the certificate will vary from state to state.
Frequently Asked Questions
Can CorpCo obtain a Good Standing for a company that was not incorporated/registered by CorpCo?
Yes. As long as the company is in good standing in the state where the certificate is being requested, CorpCo can obtain the good standing or certificate of existence for any company of record in any US State as well as from the District of Columbia.
How long does it take to obtain a Certificate of Good Standing?
The time it takes to obtain the Certificate of Good Standing varies by state. Usually, with routine processing service, the good standing can be obtained in 5-7 business days, but turnaround times may vary depending on the processing backlog at the state. This turnaround time can be reduced if you choose our Express Processing service.
Why might I need a good standing certificate?
Good standing certificates can be requested for a number of different reasons. The purpose of the good standing certificate is to serve as proof that a company exists and is current in the state of registration. Below are some reasons why good standings may be requested:
- Foreign Qualification – Many states will require a good standing certificate from the state of incorporation as a supporting document when filing the qualification.
- Loan Approval – A good standing certificate may be required by a lending bank in order to complete a loan transaction with an incorporated business.
- Real Estate Settlement – A good standing certificate is usually required in relation to any real estate purchase made by an incorporated business.
- Contracts/Agreements – Some contracts/agreements between the company and another business or with a government agency may require a certificate of good standing from each business entering into the contract/agreement.
Why is my company not in good standing?
Following are the most common reasons that a company may cease to be in good standing:
Failure to File Annual Report/Pay Annual Fees Required
Registered Agent Resigned
Failure to File Return with Revenue Division
What is a certificate of fact?
A certificate of fact is a document that is issued by the state where a business formed or registered and which can reflect a variety of different “facts” regarding that company’s existence in the given state. Examples of facts included in such a document are: registered agent name and/or address, original date of registration, date of dissolution, date of merger filing, and name change information.
What is a Certificate RE: Name Change?
If the name of a company has been changed, many states will provide a certificate that references both the old and the new name of the company. This is sometimes requested as a supporting document for the amendment filing in foreign registration states.