Running an LLC comes with a long checklist of responsibilities. You file your paperwork, stay on top of taxes, renew licenses, and keep your records up to date. Then, out of nowhere, a bank, investor, or state agency asks for a Certificate of Good Standing.
If you haven’t ever needed one before, it can feel like just another piece of red tape. In reality, it plays an important role in how your business operates and grows. Let’s define what a Certificate of Good Standing is, when you might need one, and how to request one from your state authority.
Related: How to start an LLC
LLC Registration
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What is a Certificate of Good Standing?
A Certificate of Good Standing is an official document issued by your state that confirms your LLC is properly registered and compliant with state requirements. It shows that you have filed required reports, paid applicable state fees and taxes, and met ongoing compliance obligations. In short, it signals that your business is authorized to operate and up to date with the state.
Related: Types of LLCs
Different names for a Certificate of Good Standing
Not every state refers to this document as a Certificate of Good Standing. Here are a few other names it goes by and some state-specific examples:
- Certificate of Existence: Alabama, Tennessee, and Maine
- Certificate of Status: California, Maryland, and Florida
- Certificate of Compliance: Alaska
- Certificate of Subsistence: Pennsylvania
- Certificate of Fact: Texas
- Standing Certificate: New Jersey
- Certificate of Legal Existence: Connecticut
- Good Standing Certificate: DC
- Certificate of Authority: Minnesota
- Certificate of Fact of Existence: Virginia
What information does a Certificate of Good Standing include?
Although every state has its own Certificate of Good Standing, they typically include:
- Legal business name—learn how to name your LLC
- Formation or registration date
- State of registration
- Confirmation of active or good standing status
- Statement of compliance with state requirements
- Date of issuance
- Authorizing signature or state seal
Business requirements to get a Certificate of Good Standing
To qualify for a Certificate of Good Standing, your business must meet your state’s ongoing compliance requirements. While specifics vary, most states expect you to:
- Be properly registered with the Secretary of State or similar agency
- File all required annual or biennial reports
- Pay state taxes, franchise taxes, and filing fees on time
- Maintain a registered agent with a current address on file
- Keep your business information up to date
If any of these items are overdue or incomplete, your business may fall out of good standing, and you will not receive the certificate.
Situations where you need a Certificate of Good Standing
You might not think about a Certificate of Good Standing until someone asks for it. However, it commonly comes into play during expansion, financing, banking, licensing, and ownership changes.
Expanding your business to another state
If you plan to operate in a new state, you will typically need to register there through a process called foreign qualification. In this context, “foreign” does not mean international; it simply means your business was formed in one state and wants to do business in another.
Most states require a Certificate of Good Standing from your home state before approving your registration. If you plan to transfer an LLC to another state or expand operations, having this certificate ready can streamline the process.
Applying for business loans or lines of credit
Lenders want to confirm that your business is legitimate and compliant before approving financing. A Certificate of Good Standing helps demonstrate that your company is active, properly registered, and up to date with state requirements.
Staying compliant with filings and taxes also supports your overall financial health. Read this guide to tax write-offs and expense deductions for LLCs for more information.
Opening a business bank account
When opening a business bank account, banks may request a Certificate of Good Standing. Financial institutions use this document to verify that your business is active and authorized to operate. It adds another layer of credibility beyond your formation documents and EIN.
Selling or transferring your business
If you plan to sell or transfer your business, expect the buyer and their legal team to conduct due diligence. Part of that process often includes reviewing a Certificate of Good Standing. Buyers want reassurance that the business is compliant and free of unresolved state issues before finalizing a transaction. Providing this document helps build trust and keeps the sale moving forward without unexpected compliance concerns.
Renewing business licenses and permits
Some state and local agencies require proof of good standing before renewing certain licenses or permits. This can apply to professional licenses, contractor permits, and other regulated industries. If your business is out of compliance, you may face delays or risk losing the ability to operate until the issue is resolved.
How to get a Certificate of Good Standing: step-by-step
LLCs can usually get a Certificate of Good Standing with three easy steps. Exact processes, fees, and processing times vary by state, but the overall approach is similar across the board.
Step 1: Verify your business compliance status
Before requesting a certificate, confirm that your business is actually in good standing. This means checking that all required annual reports have been filed and that state taxes and fees are current.
You can typically review your status through your state’s Secretary of State website. If you are unsure about your tax obligations, read about filing business taxes for your LLC. Addressing any outstanding issues first will help prevent your request from being denied.
Step 2: Gather your documents
Next, gather the basic details you will need to submit your request. Requirements vary slightly by state, but most offices ask for:
- Legal business name
- Entity type, such as LLC or corporation
- State file or registration number
- Formation or registration date
- Name of your registered agent
Step 3: Submit your request
Most states allow you to request a Certificate of Good Standing online through the Secretary of State website. Some also offer the option to apply by mail or in person.
There is usually a filing fee, which varies by state. Processing times can range from same-day online issuance to several business days for mailed requests. Many states also offer expedited processing for an additional fee if you need the certificate quickly.
State-by-state guide to get a Certificate of Good Standing
Not sure what your state’s Certificate of Good Standing process looks like? Use the table below to review your state’s applicable agency, fees, and processing times.
| State name | Agency name | Fee | Processing time |
|---|---|---|---|
| Alabama (Certificate of Existence) | Alabama Secretary of State | $25 by mail; $27.75+ online. | 1-2 business days |
| Alaska (Certificate of Compliance) | Department of Commerce, Community, and Economic Development | $10 online | 10-15 business days for hardcopy filings |
| Arizona | Arizona Corporation Commission | $10 online | 7-10 business days |
| Arkansas | Arkansas Secretary of State | $25 online | Instant download |
| California (Certificate of Status) | California Secretary of State | $5 per Certificate of Status (per entity) | Instant download |
| Colorado | Colorado Secretary of State | Free | Instant download |
| Connecticut (Certificate of Legal Existence) | Connecticut Secretary of State | $50 for short-form and express online filings; $100 for long-form online filings; $120 for long-form paper filings; $80 for short-form paper filings | 4-5 business days |
| Delaware (Certificate of Status) | Delaware Division of Corporations | $50 for short-form and certified copies; $175 for long-form | 1-3 business days |
| District of Columbia (Good Standing Certificate) | DC Department of Licensing and Consumer Protection | $50 | 7-10 business days |
| Florida (Certificate of Status) | Florida Department of State | $5; $30 for certified copy | 1-7 business days |
| Georgia (Certificate of Existence) | Georgia Secretary of State | $20 | 7-10 business days |
| Hawaii | Department of Commerce and Consumer Affairs | $7.50 | 1-3 business days |
| Idaho | Idaho Secretary of State | $10 | 1-3 business days when requested online |
| Illinois | Illinois Secretary of State | $25 | Within 1 business day when requested online |
| Indiana (Certificate of Existence) | Indiana Secretary of State | $27 | Within 1 business day when requested online |
| Iowa (Certificate of Existence) | Iowa Secretary of State | $5 | Instant download |
| Kansas | Kansas Secretary of State | $10 | Within 1 business day when requested online |
| Kentucky (Certificate of Existence) | Kentucky Secretary of State | $10 | Within 1 business day when requested online |
| Louisiana | Louisiana Secretary of State | $15 | 3-5 business days |
| Maine (Certificate of Existence) | Maine Secretary of State | $30 | Within 1 business day when requested online |
| Maryland (Certificate of Status) | Maryland Department of Assessments and Taxation | $20 | 7-14 business days |
| Massachusetts | Department of Revenue (DOR) | $31 | 5-7 business days |
| Michigan | Department of Licensing and Regulatory Affairs (LARA) | $10 | 1-2 business days |
| Minnesota (Certificate of Authority) | Minnesota Secretary of State | $50 online; $75 by mail and in-person | 3-5 business days |
| Mississippi (Certificate of Existence) | Mississippi Secretary of State | $50 | Instant download |
| Missouri | Missouri Secretary of State | $10 | Within 1 business day when requested online |
| Montana (Certificate of Existence) | Montana Secretary of State | $5 | Within 1 business day when requested online |
| Nebraska | Nebraska Secretary of State | $10 | 2-3 business days |
| Nevada (Certificate of Existence) | Nevada Secretary of State | $50 for short-form; $175 for long-form | 5-10 business days |
| New Hampshire | New Hampshire Secretary of State | $30 | 1-3 business days |
| New Jersey (Standing Certificate) | New Jersey Division of Revenue & Enterprise Services | $50 for short-form; $100 for long-form | Within 1 business day when requested online |
| New Mexico | New Mexico Secretary of State | $25 | Varies by request method |
| New York (Certificate of Status) | New York Department of State | $25 | 1-3 weeks |
| North Carolina (Letter of Good Standing) | North Carolina Secretary of State | $15 | Within 1 business day when requested online |
| North Dakota | North Dakota Secretary of State | $20 | 1-3 business days |
| Ohio | Ohio Secretary of State | $5 | 3-7 business days |
| Oklahoma | Oklahoma Secretary of State | $20 | 2-3 business days |
| Oregon (Certificate of Existence) | Oregon Secretary of State | $10 | Instant download |
| Pennsylvania (Certificate of Subsistence) | Pennsylvania Department of State | $40 | Within 1 business day when requested online |
| Rhode Island (Certificate of Status) | Rhode Island Department of State | $22 | 2 business days |
| South Carolina (Certificate of Existence) | South Carolina Secretary of State | $10 | Within 24 hours when requested online |
| South Dakota | South Dakota Secretary of State | $20 online; $35 by mail | 1-2 business days |
| Tennessee (Certificate of Existence) | Tennessee Secretary of State | $20 | 1-2 business days |
| Texas (Certificate of Fact) | Texas Secretary of State | $15 for short-form; $25 for long-form | 1-3 business days |
| Utah (Certificate of Existence) | Utah Division of Corporations & Commercial Code | $12 for short-form; $20 for long-form | Within 1 business day when requested online |
| Vermont | Vermont Secretary of State | $25 | Within 24 hours when requested online |
| Virginia (Certificate of Fact of Existence) | Virginia State Corporation Commission | $6 | Instant download |
| Washington (Certificate of Existence) | Washington Secretary of State | $20 | Instant download |
| West Virginia (Certificate of Existence) | West Virginia Secretary of State | $10 | 5-10 business days |
| Wisconsin (Certificate of Status) | Department of Financial Institutions | $10 | Up to 10 business days |
| Wyoming | Wyoming Secretary of State | Free online; $20 by mail | Up to 15 business days |
How businesses lose good standing (and how to restore it)
Good standing is not permanent; it requires ongoing compliance with state requirements. If certain obligations are missed, your business can fall out of good standing, sometimes without you realizing it.
Common reasons businesses lose good standing:
- Missing annual or biennial report deadlines
- Failing to pay state taxes, franchise taxes, or required fees
- Not maintaining a registered agent
- Letting key business information become outdated
Potential consequences of falling out of good standing include:
- Late fees and financial penalties
- Loss of access to state courts to file lawsuits
- Inability to obtain financing or licenses
- Administrative dissolution or revocation by the state
To restore good standing, you typically need to:
- Identify the compliance issue through your Secretary of State’s office.
- File any overdue reports or documents.
- Pay outstanding taxes, fees, and penalties.
- Submit any required reinstatement forms and fees.
Once approved, your status can be updated, and your business can resume normal operations.
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FAQs about the Certificate of Good Standing
What is another name for a Certificate of Good Standing?
A Certificate of Good Standing is also called:
- Certificate of Existence
- Certificate of Status
- Certificate of Fact
- Certificate of Compliance
- Certificate of Subsistence
- Standing Certificate
- Certificate of Legal Existence
- Certificate of Authority
- Certificate of Fact of Existence
Do Certificates of Good Standing expire?
A Certificate of Good Standing does not typically have a formal expiration date. However, many banks, lenders, and state agencies require a certificate that was issued within a recent time frame, often 30 to 90 days.
Who can issue a Letter of Good Standing?
Only the state agency responsible for business registrations can issue an official Letter of Good Standing. In most states, this is the Secretary of State’s office.
Who signs a Certificate of Good Standing?
A Certificate of Good Standing is typically signed or authenticated by an authorized state official. This may include the Secretary of State or a designated representative within that office.
