Delaware LLC Certificate of Good Standing: Everything You Need to Know
A Delaware LLC Certificate of Good Standing is issued to document the fact that a company is authorized to do business and that it does not owe overdue taxes or reports to the Secretary of State. 4 min read
A Delaware LLC Certificate of Good Standing is issued to document the fact that a company is authorized to do business and that it does not owe overdue taxes or reports to the Secretary of State. It says that the company is in good standing with the state of Delaware.
It is also called “authority to conduct business,” and the state will deliver it electronically when all the fees are paid properly. Another term is “certificate of status.” This certificate is printed on a specific type of paper, contains certain information about the business entity, and is signed by the Secretary of State. It also lists the business's date of formation and states that no franchise taxes or other fees are unpaid.
Why Do You Need a Certificate of Good Standing?
You may need a certificate of good standing to open a bank account, to sell or buy real estate, to take out a loan, to register to operate in a different state, or in several other situations. If an LLC wishes to merge with another business, that is another situation that would require a certificate of good standing.
A certificate of good standing is usually valid for 30 to 60 days after the date it is issued. If the time limit elapses, you may need to get a new one. For this reason, don't order it until you know it will be needed. Only businesses that are currently in good standing with the state of Delaware are eligible to receive this certification.
Is Your Business in Good Standing?
You can find out whether your business is in good standing by checking the state's database. Unfortunately, this search isn't free of charge as it would be in most other states. Because Delaware offers low taxes and other fees, instead relying on the income from taxes and fees it receives from LLCs that are registered with the state, many things that other states offer for free may cost money in this state.
It costs $10 to get your status on the state's Division of Corporations website. If you need a more detailed report, including information on your LLC's franchise tax assessment and filing history, this report is available for a $20 fee.
One way to save money on these fees is to drop by the office, at 401 Federal Street in Dover, and use one of its public terminals to run your search. There is no charge for this service. Alternatively, just call the state office and ask if any franchise tax is owed. If you don't owe any, you may assume your status is good and go ahead with your request for a certification.
How to Get Your Certificate of Good Standing
A certificate of good standing may be ordered in person, by mail, or by fax. Provide the order form and your daytime phone number so you can be contacted if any questions arise. If you are faxing your request, you can put this information on the fax cover sheet. A completed order form may also be dropped off at the office. This is located at the John G. Townsend Building at 401 Federal Street in Dover, Delaware.
Your certificate will be sent in the regular mail unless you ask for it to be sent another way, such as by UPS or Federal Express, and provide your account number for the shipping charge. You may also supply a pre-addressed, pre-paid envelope for this purpose.
Normal processing of this certificate can take up to three weeks; allow additional time for mailing. If you are in a hurry to receive your certificate of good standing, you can pay a priority fee to have the process expedited. The certificate will then be put in the mail, or you can pick it up in person at the office.
Charges are as follows:
- Normal processing, which takes up to three weeks: $50
- Priority 1 expedited processing, which takes one hour (must be received by 9 p.m.): extra $1,000
- Priority 2 expedited processing, which takes two hours (must be received by 7 p.m.): extra $500
- Priority 3 expedited processing, same-day service (must be received by 2 p.m.): extra $50
- Priority 4 expedited processing, next business day service (must be received by 7 p.m.): extra $40
To pay for your certification, you can use a check, money order, Discover, MasterCard, or Visa. Your check or money order should be payable to Delaware Secretary of State.
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