Key Takeaways

  • A State of Delaware Certificate of Good Standing verifies that a Delaware corporation or LLC is legally compliant—having filed all annual reports and paid required franchise taxes.
  • Delaware offers Short Form and Long Form Certificates, with the latter including detailed formation data and historical amendments.
  • The certificate is often needed when registering in another state, applying for loans, selling a business, or opening a bank account.
  • You can order the certificate online or by mail from the Delaware Division of Corporations, and fees vary based on processing speed and certificate type.
  • Maintaining good standing requires timely annual filings, up-to-date franchise tax payments, and a registered agent in Delaware.

What Is a Delaware Certificate of Good Standing?

A Delaware Certificate of Good Standing, which is also called a Certificate of Existence, is an official document of the State of Delaware. This Certificate of Good Standing is printed on special paper and signifies a number of particular factors concerning the registered business entity. It is signed by the Secretary of State of Delaware. The Certificate of Good Standing is a legal document that shows that the entity (regardless of the type of organization) is in good standing with the State of Delaware. A Delaware Certificate of Good Standing is an official document produced by the Delaware Secretary of State that shows your corporation or LLC has met its statutory requirements (filed all reviews and paid all charges) and is permitted to do business.

Purpose and Importance of the Delaware Certificate of Good Standing

A State of Delaware Certificate of Good Standing serves as official proof that your business entity complies with all Delaware state regulations. It verifies that your company has paid all franchise taxes, submitted annual reports, and maintained an active registered agent.

This certificate is often required for key business transactions, including:

  • Registering to do business in another state as a foreign entity
  • Applying for business loans or credit
  • Securing investors or selling ownership interests
  • Entering contracts or mergers
  • Opening a bank account or renewing a business license

Failure to maintain good standing can restrict your business activities, make financing difficult, and expose you to penalties. Delaware’s reputation as a leading incorporation state makes its certificates widely recognized by financial institutions and regulatory agencies nationwide.

What Is in the Delaware Certificate of Good Standing?

The Delaware Certificate of Good Standing lists the incorporation date, good standing for a corporation or LLC, and whether or not taxes are outstanding for a corporation or LLC. Sometimes a Certificate of Good Standing is required to open a company checking account, buy or promote real property, receive a mortgage, receive a Certificate of Authority to function in another state, merge with another firm, or more. For proof that an organization is in good standing, authorities will usually settle for this certificate as proof that the business has been legitimate for 30-60 days after the issue date shown on the document. After 60 days, however, a brand new Certificate of Good Standing may have to be ordered.

Short Form vs. Long Form Certificate

The Delaware Division of Corporations issues two versions of the Certificate of Good Standing—Short Form and Long Form:

  • Short Form Certificate:
    Confirms that the entity is in good standing and authorized to operate in Delaware. It includes basic information such as the entity name, type, and confirmation of compliance.
  • Long Form Certificate:
    Provides the same good standing confirmation but adds detailed historical data, such as the entity’s formation date, amendments, mergers, and name changes. This version is often required for legal proceedings, international business, or complex financial transactions.

Businesses typically choose the Short Form for general purposes like banking or vendor verification, while the Long Form is used for legal or multi-state compliance needs.

How To Order a Delaware Certificate of Good Standing

To request the Certificate of Good Standing, you can use the state template, or you can simply use a business letterhead to request a Delaware Certificate of Good Standing. If you are doing this on your own, some agencies suggest faxing the request to the Delaware Division of Corporations at 302-739-3812, indicating your organization data, name, entity number, and card payment. You may also send your inquiry to this address:

Delaware Division of Corporations401 Federal Street STE 4Dover, DE 19901

If your organization owes Delaware Franchise Taxes, they have to be paid in full in order to request a Certificate of Good Standing. While most certificates of good standing in other states are free, you’ll find that this certificate has associated fees and costs in Delaware.

An organization should file an Annual Report listing its administrators. Usually, some companies can produce the Certificate of Good Standing within just a few minutes. Many states require the Certificate of Good Standing as supporting documentation when submitting a Certificate of Authority to the business’s home state to change it into a registered foreign corporation or foreign LLC.

Costs

To see the status of your business’s Certificate of Good Standing from the Delaware Division of Corporations, you will have to pay $10 on their website. For those who don’t wish to pay, contact the state to confirm. The certificate itself will cost $50. It may take a while for you to receive the document.

Step-by-Step Process for Ordering

Ordering a State of Delaware Certificate of Good Standing can be done in several ways:

  1. Online via Delaware Division of Corporations Website
    • Visit corp.delaware.gov.
    • Use the Document Upload Service or Online Services Portal.
    • Provide your entity name or file number and select either short or long form.
    • Pay the $50 fee (plus an optional expedited processing fee if needed).
  2. By Mail or Fax
    • Submit a written request with your company’s details (name, entity number, contact info) to:
      Delaware Division of Corporations, 401 Federal Street, Suite 4, Dover, DE 19901.
    • Fax requests can be sent to 302-739-3812.
  3. Processing Time
    • Standard processing: about 3–5 business days.
    • Expedited options: available for same-day or 24-hour service for an additional fee.

Each certificate is valid for about 30–60 days from its issue date, as many third parties only accept recent documentation.

Is Your Business In Good Standing?

Corporations that don't meet the Delaware requirements cannot move forward with conducting business, and they're considered to be not in good standing with the State of Delaware. Your search to make sure your LLC or company remains in good standing with the State of Delaware could start immediately on the State of Delaware’s website.

The Delaware website only provides restricted details about entities that have been incorporated in this state. It is possible for you to find out the exact name of the entity, the Delaware state file number, the formation date, the type of entity, the residency, and the main Registered Agent within the Delaware website for security reasons. The Delaware website only provides the fundamental particulars about the entity and doesn’t reveal any additional information relating to the business. Regarding the search outcomes, the State of Delaware website openly states, "This is not a statement of good standing." Therefore, do not assume that just because you see your business name on the website that you have a Certificate of Good Standing.

How to Maintain Good Standing in Delaware

To keep your Delaware company in good standing, you must stay compliant with all state obligations. The Delaware Secretary of State automatically revokes the standing of entities that fall behind on filings or payments.

Key compliance requirements include:

  • Filing Annual Reports: Due by March 1 for corporations; LLCs must confirm their status annually.
  • Paying Franchise Taxes: Corporations pay based on share structure, while LLCs pay a flat annual fee.
  • Maintaining a Registered Agent: The agent must have a Delaware physical address and be available during business hours.
  • Updating Entity Information: Notify the Division of Corporations about changes in ownership, name, or address.

If your business falls out of good standing, you can typically restore compliance by paying outstanding taxes, filing overdue reports, and submitting a Certificate of Renewal or Revival.

Maintaining compliance not only avoids penalties but also ensures smooth legal and financial operations across state lines.

Frequently Asked Questions

  1. How long does it take to receive a State of Delaware Certificate of Good Standing?
    Standard processing takes 3–5 business days, but expedited options are available for same-day or next-day delivery for an additional fee.
  2. How much does a Delaware Certificate of Good Standing cost?
    The base fee is $50 for both short and long forms. Expedited processing can add between $100–$200 depending on urgency.
  3. How long is the certificate valid?
    Most institutions consider it valid for 30–60 days from the issue date, after which you may need to request a new one.
  4. What happens if my Delaware business is not in good standing?
    Your entity may lose legal authority to conduct business, face penalties, or be unable to register in other states until reinstated.
  5. Can I verify my company’s standing online?
    Yes. The Delaware Division of Corporations offers an online Entity Search tool that shows your status, though it does not serve as an official Certificate of Good Standing.

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