The Learning Center | DiMercurio Advisors

What is a Certificate of Good Standing?

Written by Sheila Malavet | Feb 07, 2025

No matter what your state calls it, this is a handy document to keep around when you need to show that your business is in compliance.

Contents

What is a Certificate of Good Standing?
Why do I need a Certificate of Good Standing?
How do I acquire a Certificate of Good Standing?
Is there one national certificate that covers all states?
How much does a Certificate of Good Standing cost?
How long is a Certificate of Good Standing valid?
What if my certificate is incorrect?
What other names could a Certificate of Good Standing go by?

 

Every business owner encounters critical moments—securing a loan, expanding into a new market, or finalizing a partnership—where one document can make all the difference: the Certificate of Good Standing. Think of it as a “green light” for your business, signaling that your operations are compliant, active, and ready to move forward without delays. 

While this certificate is essential for transactions, its benefits go beyond the obvious. It can unlock unexpected opportunities, such as smoothing out state-to-state compliance, bolstering stakeholder trust, and simplifying negotiations. For many businesses, it becomes a quiet but vital ally in ensuring smooth operations during pivotal moments. 

 

What is a Certificate of Good Standing?

A Certificate of Good Standing is a state-issued document proving your business complies with all legal requirements. Issued by the Secretary of State or a similar agency, it confirms that your business is properly registered, current on filings, and free from outstanding fees or penalties. 

Think of it as your business's clean bill of health. It reassures banks, partners, and government agencies that your business is active and complies with state laws. Without it, critical transactions like applying for loans, entering partnerships, or expanding into new states could be delayed or even denied. 

Legally, this document signals that your business is in “good standing,” meaning it has met all necessary state obligations. Whether you’re a new entrepreneur or an established business owner, understanding this certificate’s role is essential for navigating compliance and maintaining your business’s credibility. 

 

Why do I need a Certificate of Good Standing?

Imagine you’re finalizing a loan to expand your business or sealing a partnership deal. Suddenly, you’re asked for a Certificate of Good Standing—a document you don’t have. The result? Delays, or worse, a loss of trust from the other party. This scenario is more common than you might think. 

Here’s why this certificate is often non-negotiable: 

  • Securing Business Loans: Lenders rely on it to confirm your business is active, compliant, and free of outstanding issues. 
  • Entering Partnerships or Agreements: Partners want assurance that your business operates legitimately, reducing risks. 
  • Expanding Into New States: Many states require this certificate before letting your business operate within their jurisdiction. 
  • Withdrawing From Foreign States:  When you stop doing business in a state other than your home state, the foreign state often requires a certificate to verify you’re still in business there. 

Requests typically come from banks, government agencies, or other stakeholders at pivotal moments. Not having this document ready can halt your progress, causing unnecessary stress and wasting time. 

By ensuring your Certificate of Good Standing is always up to date, you can avoid these headaches and keep your operations running without interruption. 

 

How do I acquire a Certificate of Good Standing?

To obtain a Certificate of Good Standing, you must go through the Secretary of State’s office or equivalent agency in the state where your business is registered. This authority is responsible for verifying your compliance with state regulations. 

Here’s how to navigate the process: 

🏠 Home State: Start with the state where your business was originally formed, as this is often where you’re primarily registered. 

✈️ Foreign States: If you operate in other states, known as foreign qualification, you'll also need to request certificates from those states. 


Keep in mind that no one-size-fits-all certificate applies nationwide. Each certificate verifies your compliance in the issuing state only, requiring businesses to meet specific state-by-state obligations.
 

Thankfully, most states now offer online portals to streamline the request process, although some may still require forms by mail or in person. Processing times and fees vary widely from a few days to a couple of weeks, so check with the respective state's office to plan accordingly. 

 

Is there one national certificate that covers all states?

The short answer is no. A Certificate of Good Standing is issued at the state level, meaning no national certificate can validate your business's standing across all states. Each certificate is unique to the state that issues it and confirms your compliance only within that specific jurisdiction and often it’s only valid for a specific period of time. 

Here’s why: every state has its own rules and requirements for businesses operating within its borders. From filing annual reports to paying franchise taxes, these obligations vary widely. As a result, if your business operates in multiple states, you’ll need to request a Certificate of Good Standing from each state where you’re registered. 

Think of it like having multiple driver's licenses—one for each state where you drive. Each state verifies that you meet its standards before approving. Similarly, each Certificate of Good Standing validates your compliance with that state's unique regulations. 

To avoid complications, meet the compliance requirements for every state where your business is registered. While keeping track of deadlines and filings in multiple jurisdictions can be tedious, it's critical to ensuring your operations run smoothly. 

 

How much does a Certificate of Good Standing cost?

Costs for obtaining a Certificate of Good Standing depend on the state and generally range between $10 and $50. For example, Florida charges around $10, while California's fees can reach $50 or more. Additional charges may apply for certified copies or expedited services, which some businesses use to meet tight deadlines. 

If your business operates in multiple states, you must budget for certificates from each jurisdiction, as these costs can add up quickly. Online requests are often the most affordable, while in-person or rush orders may cost more. 

Think of this as part of the “price of doing business.” While relatively minor, these costs are essential for maintaining compliance and keeping operations smooth. Visit your state’s Secretary of State website for the most accurate pricing and to plan accordingly. 

 

How long is a Certificate of Good Standing valid?

The validity of a Certificate of Good Standing depends on the state issuing it and the purpose for which it's requested. In most cases, certificates are valid for 90 days from the date of issuance. However, this can vary based on state regulations or the requirements of the requesting party, such as a bank or government agency. 

For instance, a lender might insist on a recently issued certificate, even if an older one is technically still valid. Similarly, states may impose specific certificate timeframes in foreign qualification processes or other filings. 

Think of it as a “best before” date—not set in stone but critical for ensuring smooth transactions. To avoid disruptions, always check the requirements of the party requesting the certificate and plan to renew it in advance if needed. 

 

What if my certificate is incorrect?

Mistakes on a Certificate of Good Standing can happen and must be addressed promptly to avoid disruptions. If your certificate shows errors such as an incorrect delinquent status or outstanding fees, you've already paid, take these steps to correct the issue: 

  1. Contact the State Office: Reach out to the issuing agency, typically the Secretary of State's office, and provide evidence of the error. This could include payment receipts, proof of filing, or other supporting documents.
  2. Verify Compliance: Double-check that your business is fully compliant with state requirements. Even minor oversights, like missing an annual report or franchise tax payment, can lead to errors on the certificate. Resolving any outstanding obligations ensures a smooth correction process.
  3. Follow State Procedures: Each state has a process for updating or reissuing Certificates of Good Standing. Be prepared to submit forms, pay applicable fees, and provide documentation to support your case. 

Approach this urgently—an incorrect certificate can delay business transactions or harm credibility. Keep calm, contact the state, and address the issue methodically to ensure your operations remain on track. 

 

What other names could a Certificate of Good Standing go by?

A Certificate of Good Standing may also be known as a variety of different names, depending on the state. This can create some confusion, especially for businesses operating in multiple states. While the document's purpose remains the same, its title often varies based on local terminology. 

Here are some of the most common alternative names: 

  • Certificate of Status: Used in states like Florida, California, and Wisconsin. 
  • Certificate of Account Status: Common in Texas. 
  • Certificate of Existence: Used in states such as Alabama, Missouri, North Carolina, South Carolina, and Washington. 
  • Certificate of Compliance: Seen in Alaska and Maine. 
  • Certificate of Standing or Standing Certificate: Common in Iowa and New Jersey. 
  • Certificate of Legal Existence: Used in Connecticut. 
  • Letter of Good Standing: Found in Louisiana, Utah, and West Virginia. 

Despite these different titles, the certificate's function is consistent: to confirm your business's legal registration and compliance with state requirements. Familiarizing yourself with these variations can save time and reduce confusion when dealing with state agencies or fulfilling requests from third parties. 

By understanding these alternate names, you can ensure your business is prepared to respond to any requests, no matter how the certificate is labeled. 

 

The bottom line

A Certificate of Good Standing is a cornerstone of your business’s readiness to grow, partner, and succeed. Whether you’re expanding into new markets, securing financing, or finalizing a deal, this document ensures you meet essential compliance requirements and maintain credibility with stakeholders. 

Start by confirming your compliance status, staying ahead of filing deadlines, and addressing any issues that could delay obtaining your certificate. If you need help navigating the process, DiMercurio Advisors is ready to assist. 

Schedule a consultation today to streamline your compliance and safeguard your business's standing. With expert guidance, you can stay focused on growth and confidently seize every opportunity.