What is a certificate of good standing? The paper a bank asks to see

The state office signs that paper. Your registered agent does not. A registered agent is the person or company that can be handed a lawsuit for your business. It is not a mailbox. Handing over those lawsuit papers is called service of process. The day the papers arrive is a different problem, covered in Service of process: what it means for an LLC.

What is a certificate of good standing on the state list

In most states the office that keeps business filings is the Secretary of State. That office keeps the public company list. Delaware uses the Division of Corporations. New York uses the Department of State. Florida uses the Division of Corporations inside the Department of State. The certificate is that office saying, on the day it signs, what the list shows.

The paper does not say the company is a good business. Colorado’s Secretary of State says good standing means the statutory filings with that office are in. The same page says the office does not review business practices. A bank can still want a recent date. Colorado says the certificate does not expire, and it also says a later status change means that copy is no longer valid. The person taking the paper may want the issue date inside 30 or 60 days. That window is their rule. It is not a date Colorado prints as a deadline.

The letter grades on this site score the company that sits as registered agent. They do not say whether the state will sign this paper. The methodology page is how those letters work. If you are still choosing who sits at the street, start at DIY, lawyer, or commercial. The day-to-day agent job is on What is a registered agent for an LLC?

The name on the paper changes by state

People use one phrase. The offices do not. These are the names on the official pages read October 18, 2026.

• Certificate of good standing
• Certificate of status
• Certificate of fact
• Certificate of existence

California calls it a certificate of status. The Secretary of State says that paper certifies the current status, and the examples include active and good standing, suspended, dissolved, and cancelled. The same page says certificates of status are available within minutes on bizfile. Government Code § 12183 prices a certificate of status at $5. The California scorecard is the separate job: who can be handed a lawsuit at a California street.

New York calls it a certificate of status. The Department of State also says people call that paper a certificate of good standing or a certificate of existence. The fee is $25. The same page says you cannot order it online or by telephone. You send a written request. The New York scorecard is why the Department of State is already the agent for service. Hiring a second person is optional. That choice does not order this certificate.

Florida calls it a certificate of status. The Division’s mail page prices an LLC certificate at $5 and a corporation certificate at $8.75. The Florida scorecard is the agent rule, including the two daily windows when someone must be at the street. Those hours are not this certificate.

Colorado and Wyoming both say certificate of good standing. Colorado lets you print the official copy from the business search when the entity is in good standing, and the office says that copy is free. If the status is anything else, Colorado says a certificate cannot be issued. Wyoming’s business FAQ says the electronic certificate is free. The fee schedule still prices a certificate of existence, evidence, or good standing at $20. That $20 line is the manually signed copy, not the free electronic one. The Colorado scorecard and the Wyoming scorecard are the street rules for the agent. A certificate does not replace that street.

Delaware certificate of good standing

Delaware uses both names. The Division of Corporations will issue a certificate of status or a certificate of good standing. A short form is $50. It includes the name and the status at the time the certificate is issued. A long form is $175. It lists the filings, with dates and times, plus any name changes, and the status that day. 6 Del. C. § 18-1105 sets those same two dollars for an LLC certificate.

A screen from the status check is a different product. The Division charges $10 for a status screen and $20 for status with tax and history. The same page says that request will not generate an official certificate of good standing. The signed certificate goes out by first-class mail unless you give a FedEx or UPS account number. The Division says it will not return the request by fax or email. For the current expedited fee, use the Division’s fee page or call the office. This guide does not print an expedited dollar.

An annual report is a yearly update filed with the state office. It is not a profit report for the IRS. Delaware says limited liability companies, limited partnerships, and general partnerships do not currently file annual reports. Annual reports are required for domestic and foreign corporations. A franchise tax is a yearly state tax for the right to be a company in that state. It is not your federal income tax. For a Delaware corporation, the annual report and the franchise tax for the prior year are due on or before March 1. The Division says failure to file and pay brings a $200 penalty plus 1.5% interest per month on the tax and the penalty.

Good standing is a separate sentence in the law. For an LLC, 6 Del. C. § 18-1107 says the annual tax is due on June 1. If the LLC does not pay that tax when it is due, it ceases to be in good standing. The statute and the Division’s tax instructions have not always printed the same tax dollar. This page does not pick a dollar. Read both before you pay. If the tax stays unpaid for three years from the due date, § 18-1108 cancels the certificate of formation on that third anniversary.

For a corporation, 8 Del. C. § 391(i) is the good-standing rule. If a fee or tax under the corporation law stays unpaid, the Secretary of State mails a demand to the corporation in care of its registered agent. The corporation ceases to be in good standing on the 90th day after that mailing, unless the amount is paid before then. Until it is restored, the Secretary of State shall not issue a certificate of good standing. The Delaware scorecard is the agent rule that sits next to this tax rule: a real Delaware street, not a virtual office used alone.

Certificate of good standing Texas

Texas splits the phrase across two offices. The Secretary of State issues a certificate of fact. The Comptroller handles the franchise-tax side. Read the name on the request before you pay, because a bank and a closing form do not always want the same PDF.

The Secretary of State’s copies page says a certificate of fact – status is official evidence that the entity exists, or that it has authority to transact business in Texas. It states the current legal name, the date of formation or registration, and the status. The filing FAQ says this certificate is the equivalent of a certificate of good standing or a certificate of existence. The order page prices it at $15. Orders on SOSPortal may take up to 10 minutes. The download link expires after 90 days. You can also order by email or by mail. The sample certificate says the entity status is “in existence.” That is the Secretary of State’s word, not the Comptroller’s tax word.

The Comptroller’s franchise tax account status used to be called good standing. The Comptroller says that status is the entity’s right to transact business in Texas. A printout of the search may be required for a real estate deal or a financial transaction. It shows the Comptroller’s records at the moment you search. The Comptroller must forfeit that right if the company has not met franchise tax filing requirements. The law also requires at least 45 days after the Comptroller mails notice before the forfeiture. Cure the tax problem in that window if you want to keep the right to transact business.

A certificate of account status is a third paper, and it is easy to mix up with the other two. The Comptroller says the Business Organizations Code requires it before the company can terminate with the Secretary of State. The same page says that is the only time this certificate is required, and that banking institutions do not require it. If you need proof the franchise account is active, the Comptroller points you to the taxable entity search, not to the termination certificate. The Secretary of State says a printout of the franchise tax account status page cannot be used to terminate the entity. The Texas scorecard is the registered-agent street. It is not either certificate.

Certificate of good standing Illinois

Illinois uses the phrase on the product. The Secretary of State says a certificate of good standing confirms compliance with the Business Services Department. Online, a corporation or an LLC certificate is $25. A not-for-profit certificate is $5. You print it from the link on the receipt, or from the link in the email that comes back.

805 ILCS 180/50-15 is how an Illinois LLC loses that standing. The Secretary of State shall declare the company delinquent and not in good standing if it fails to file its annual report and pay the fee before the first day of the anniversary month. 805 ILCS 180/50-1 says that report, with the fees, is delivered in the 60 days immediately before the first day of the anniversary month. Miss the report, and the penalty section is the consequence.

The same penalty section covers a missing agent. 805 ILCS 180/1-35 gives the company 60 days after the resigning agent’s notice to put a new registered agent on the record. Miss that window and the Secretary of State shall declare the company delinquent and not in good standing. The Illinois scorecard is that 60-day clock and the $25 fee to change the agent. The change fee is a filing fee. It is not the $25 certificate.

How to get a certificate of good standing

Order it from the state office that keeps the company list. Use the exact legal name. A screen you can print is sometimes the certificate, and sometimes it is not. Delaware says the $10 and $20 status screens are not the certificate. Colorado says the PDF from the business search is the official certificate, and it is free when the entity is in good standing. Wyoming says the electronic certificate is free. Match the button to the state before you pay a third party for a “copy.”

Watch the mail. Delaware tells companies to view with suspicion any letter or email that does not come from the State or from the entity’s Delaware registered agent. Wyoming’s Secretary of State warns that a mailing asking about $90 for a certificate of good standing is not the state office. The electronic certificate on Wyoming’s own site is free. If a fee is not printed in this guide, check the official page. Do not guess a number from a letter.

Another state, a bank, or a lender may ask for the paper when you register there or open an account. They may want a recent issue date. Ask them which office’s paper they want. In Texas, the Secretary of State certificate and the Comptroller printout are not substitutes for each other.

What can keep the state from signing it

Three problems show up on the official pages. They do not work the same way in every state. A missed filing in Illinois is not a missed filing in Delaware, because a Delaware LLC does not file that annual report.

• Unpaid state tax or fees

  A Delaware LLC that does not pay the annual tax when it is due ceases to be in good standing. A Delaware corporation that leaves a fee or tax unpaid can lose good standing on the 90th day after the mailed demand, and the state will not issue the certificate until the company is restored. Texas can forfeit the right to transact business when franchise tax filings are missed, after the notice period. California’s Franchise Tax Board says a suspended or forfeited business is not in good standing. The usual reasons are a missed return or unpaid tax, penalties, fees, or interest.

• A missed yearly filing

  Illinois ties a missed annual report and fee to “not in good standing.” Wyoming’s Secretary of State says each business entity files an annual report and pays the fee to remain in good standing. The FAQ says that license tax is $60 or two-tenths of one mill on assets in Wyoming, whichever is greater. California does not call the update an annual report. It is a Statement of Information. The Secretary of State says every corporation and every LLC files one every year or every two years, as applicable. Fail to file, and the Secretary of State can suspend or forfeit the company’s powers. The Franchise Tax Board can suspend for tax problems at the same time. Either one can leave the certificate of status showing suspended.

• No valid registered agent on file

  Illinois is the plain statute. Miss the 60 days after the agent resigns, and the company is not in good standing. Wyoming’s fee schedule, revised June 2026, prices an LLC “Reinstatement for No Registered Agent” at $350. That line is the office’s fee for coming back after the agent is gone. It does not, by itself, say the company drops the day the agent quits. Read the form before you pay it. If you need a new name on the filing, the order of that paperwork is in How to change a registered agent on an LLC.