Certificate of Good Standing

Clients Rate Lawyers on our Platform 4.9/5 Stars
based on 1,822 reviews

Jump to Section

Need help with a legal contract?

CREATE A FREE PROJECT POSTING
Post Project Now

What is a Certificate of Good Standing?

A certificate of good standing is a legal document that proves your company is legally registered and legally formed or compliant in your home state. It demonstrates that you are authorized to do business and currently following state requirements.

This certificate is often called a certificate of existence, status certificate, certificate of status, or certificate of authorization. They can be used for different corporations, including a C Corporation.

Here is an article about the certificate of good standing.

Who Needs a Certificate of Good Standing?

A certificate of good standing is generally not required but may be requested from your state. This is not the same as a business license which is a requirement and must be displayed publicly at all times.

A certificate of good standing is not required for a sole proprietorship in any state. However, in some states, corporations and limited liability companies may be required to get one. In addition, partnerships, limited partnerships, limited liability partnerships, and limited liability limited partnerships may or may not need one, depending on your state.

In most cases, the only way you require a certificate of good standing is if you are doing business with someone who needs you to have it. For example:

  • If you are applying for a loan/line of credit for your business
  • If you are seeking a line of credit for goods and services
  • If you are transferring or selling your business
  • If you are looking to do business in a state other than the one you are formed in
  • If you are soliciting funds from investors

Here is an article with more information on who needs a certificate of good standing.

Meet some lawyers on our platform

Forest H.

65 projects on CC
View Profile

Tim E.

45 projects on CC
View Profile

Terence B.

42 projects on CC
View Profile

Michael K.

39 projects on CC
View Profile

How to Get a Certificate of Good Standing

For companies looking to get a loan or line of credit or those looking to expand their business to another state, a certificate of good standing may be necessary. The process of getting one can vary from one state to the next.

In some states, such as Alabama or Arkansas, you can request a certificate of good standing from the Secretary of State’s office. There is a fee associated with this though it is small.

Florida offers the document directly online. The fee is less than $10, with differences based on whether you are an LLC or a corporation.

Some states offer a certificate of good standing from their Division of Corporations, which is generally inexpensive but could cost up to $200 depending on the state and the documents needed.

There are online and in-person options to obtain this certificate in many states. In contrast, some states only offer in-person options. Additionally, there are other states where you can request and receive the document via fax or phone.

Here is an article about the different methods of requesting a certificate of good standing for each state.

ContractsCounsel Certificate of Good Standing Image

Image via Pexels by Edmond Dantès

Why Certificates of Good Standing are Important

There are various reasons that a certificate of good standing is essential for different companies and corporations. This document is designed to let others know that you carry out your business legally and adequately and are trustworthy as a business. This can be important for:

  • Companies you want to do business with. It assures them you have fulfilled your obligations in the past and are more likely to fulfill them in the future.
  • Banks and financial institutions you are looking to receive credit or loans from. This assures them you can be trusted to pay back the money they give you.
  • Individuals or other companies that you are looking to sell your business to assure them there is no hidden debt or liability before they make the purchase.
  • Other states where you would like to do business as it assures them you run a legitimate company that benefits the people of their state.
  • Investors you would like to receive funds from. A certificate assures them that you are not hiding large amounts of debt and can be trusted to use the funds efficiently.

You can also use this document simply to show that your business is operating as it should be and that you have nothing to hide. While it is not often requested by customers and is not required for this purpose, it can still earn increased trust from new customers.

Here is an article about why a certificate of good standing is important.

What Could Cause You to Lose Your Good Standing?

Several things could cause you to lose your good standing, but all of them are factors you would know of at the time. Nothing could cause you to lose good standing secretly or without your knowledge.

For example, you could lose your good standing by:

  • Not filing annual reports as required
  • Not maintaining a registered agent or office as required
  • Not paying franchise taxes as required
  • Not making all payments in a timely fashion
  • Making mistakes in forms that are filed
  • Losing your business or occupational license
  • Criminal activity by the business or owner
  • Failing to file required documents

Suppose you have missed payments, especially to the IRS or other government entities. In that case, you will find that your application for a certificate of good standing is denied. Getting back in good standing is quite simple in most cases.

Also, the primary reasons that someone will lose their standing are failure to pay a tax or fee or failure to file a specific document. Once these situations are remedied, your good standing is reinstated. This means that it could be a matter of a few minutes to a few hours at most to get your good standing.

However, there are some situations where it may take more work to reinstate your standing. Speaking with your state agency will allow you to find out precisely what is keeping you from getting your certificate and what you need to do to fix the problem.

Here is an article about how you could lose your good standing.

Resolving Poor Standing

If you find yourself in poor standing, you will need to go through resolving any outstanding issues to have a chance to restore your good standing. You may also need to submit additional forms to the state your business is licensed and prove that you have resolved all issues.

The forms will also require a fee to be reviewed, and you will need to check with your state what those specific fees are. The process consists of:

  1. Determining what outstanding or overdue fees exist.
  2. Resolving/paying all outstanding fees.
  3. Obtaining all necessary forms for reinstatement.
  4. Auditing reinstatement forms to look for errors.
  5. Submitting completed reinstatement forms.
  6. Paying required application filing fees.

Once you have completed all of these steps, you may reinstate your business to good standing. However, the application can still be rejected.

Post a project in ContractsCounsel’s marketplace to get help with a certificate of good standing. All lawyers in our network are vetted by our team and peer reviewed by our customers for you to explore before hiring.

How ContractsCounsel Works
Hiring a lawyer on ContractsCounsel is easy, transparent and affordable.
1. Post a Free Project
Complete our 4-step process to provide info on what you need done.
2. Get Bids to Review
Receive flat-fee bids from lawyers in our marketplace to compare.
3. Start Your Project
Securely pay to start working with the lawyer you select.

Meet some of our Certificate of Good Standing Lawyers

ContractsCounsel verified
Attorney
16 years practicing
Free Consultation

William L Foster has been practicing law since 2006 as an attorney associate for a large litigation firm in Denver, Colorado. His experience includes drafting business contracts, organizational filings, and settlement agreements.

ContractsCounsel verified
Partner
11 years practicing
Free Consultation

Terry Brennan is an experienced corporate, intellectual property and emerging company transactions attorney who has been a partner at two national Wall Street law firms and a trusted corporate counsel. He focuses on providing practical, cost-efficient and creative legal advice to entrepreneurs, established enterprises and investors for business, corporate finance, intellectual property and technology transactions. As a partner at prominent law firms, Terry's work centered around financing, mergers and acquisitions, joint ventures, securities transactions, outsourcing and structuring of business entities to protect, license, finance and commercialize technology, manufacturing, digital media, intellectual property, entertainment and financial assets. As the General Counsel of IBAX Healthcare Systems, Terry was responsible for all legal and related business matters including health information systems licensing agreements, merger and acquisitions, product development and regulatory issues, contract administration, and litigation. Terry is a graduate of the Georgetown University Law Center, where he was an Editor of the law review. He is active in a number of economic development, entrepreneurial accelerators, veterans and civic organizations in Florida and New York.

ContractsCounsel verified
Trademark Attorney
2 years practicing
Free Consultation

I'm a Washington-licensed lawyer specializing in trademark practice and with an extensive trademark education and academic background. I currently work with domestic and international businesses seeking trademark protection in the U.S. by conducting trademark searches, providing legal advice, submitting USPTO applications, and preparing responses to office actions. I'm passionate about trademark law and always looking forward to helping small and medium businesses promote their value by having a registered federal trademark. If you have questions or concerns about trademark/copyright/IP licensing and require legal advice, feel free to contact me so we can have a first chat.

ContractsCounsel verified
Member
13 years practicing
Free Consultation

Mr. Pomeranz serves as the principal of Pomeranz Law PLLC, a boutique law firm representing clients across myriad industries and verticals. Before founding the firm, Mr. Pomeranz served as Senior Vice President, Legal & Compliance and General Counsel of Mortgage Connect, LP in 2017. Mr. Pomeranz also served as Counsel, Transactions for Altisource Portfolio Solutions S.A. (NASDAQ: ASPS) beginning in 2013, and was based in the company’s C-Suite in Luxembourg City, Luxembourg. Mr. Pomeranz began his career with Mainline Information Systems, Inc. as an in-house attorney.

ContractsCounsel verified
Attorney at Law
11 years practicing
Free Consultation

I have 10 years experience providing general counsel, in the form practical and timely legal advice, under strict deadlines to individuals and various business unit stakeholders, balancing commercial needs with legal concerns at large corporations and start-ups. I am skilled at reviewing, analyzing, drafting and negotiating commercial and government contracts globally for the procurement and sale of services and goods. I also help clients ensure compliance with regulations (including data privacy), laws and contractual obligations and protect, enforce and exploit intellectual property rights and support in the development of IP strategy. I am a Certified Information Privacy Professional/United States (CIPP/US) licensed by the IAPP - International Association of Privacy Professionals.

ContractsCounsel verified
Contract Attorney
19 years practicing
Free Consultation

Over 15 year experience drafting, reviewing and negotiating contracts both as in-house counsel and in law firms, including my own law firm.

ContractsCounsel verified
Managing Attorney
29 years practicing
Free Consultation

Rinky S. Parwani began her career practicing law in Beverly Hills, California handling high profile complex litigation and entertainment law matters. Later, her practice turned transactional to Lake Tahoe, California with a focus on business startups, trademarks, real estate resort development and government law. After leaving California, she also served as in-house counsel for a major lending corporation headquartered in Des Moines, Iowa as well as a Senior Vice President of Compliance for a fortune 500 mortgage operation in Dallas, Texas prior to opening Parwani Law, P.A. in Tampa, Florida. She has represented various sophisticated individual, government and corporate clients and counseled in a variety of litigation and corporate matters throughout her career. Ms. Parwani also has prior experience with state and federal consumer lending laws for unsecured credit cards, revolving credit, secured loans, retail credit, sales finance and mortgage loans. She also has served as a special magistrate and legal counsel for numerous Florida County Value Adjustment Boards. Her practice varies significantly from unique federal and state litigation cases to transactional matters. Born and raised in Des Moines, Iowa, Ms. Parwani worked in private accounting for several years prior to law school. Her background includes a Certified Public Accountant (CPA) certificate from Iowa (currently the license is inactive) and a Certified Management Accountant (CMA) designation (currently the designation is inactive). Ms. Parwani or the firm is currently a member of the following organizations: Hillsborough County Bar Association, American Bar Association, Tampa Bay Bankruptcy Bar Association, National Association of Consumer Bankruptcy Attorneys, and the American Immigration Lawyers Association. She is a Fellow of the American Bar Association. Ms. Parwani is a frequent volunteer for Fox Channel 13 Tampa Bay Ask-A-Lawyer. She has published an article entitled "Advising Your Client in Foreclosure" in the Stetson Law Review, Volume 41, No. 3, Spring 2012 Foreclosure Symposium Edition. She is a frequent continuing legal education speaker and has also taught bankruptcy seminars for the American Bar Association and Amstar Litigation. She was commissioned by the Governor of Kentucky as a Kentucky Colonel. In addition, she teaches Immigration Law, Bankruptcy Law and Legal Research and Writing as an adjunct faculty instructor at the Hillsborough Community College Ybor campus in the paralegal studies program.

Find the best lawyer for your project

Browse Lawyers Now

Want to speak to someone?

Get in touch below and we will schedule a time to connect!

Request a call