Key Takeaways

  • A Virginia certificate of good standing confirms a business is legally registered and compliant with the state.
  • It's required for activities like obtaining financing, registering in other states, and renewing licenses.
  • The Virginia SCC (not the Secretary of State) issues these certificates for corporations and LLCs.
  • You can apply for the certificate online, by mail, or in person; online is fastest.
  • Only businesses in compliance with Virginia's reporting and fee requirements are eligible.
  • The certificate costs $6 via the SCC Clerk's Office, while the Supreme Court certificate for attorneys costs $15.
  • Expedited delivery options are available for Supreme Court-issued certificates only.
  • Third-party providers may charge higher fees for convenience or bundled services.

Virginia certificate of good standing is a document issued by the Secretary of State certifying that the registered business entity mentioned therein complies with the state requirements. A business needs a certificate of good standing for things like renewing licenses and securing loans.

Certificate of Good Standing: Meaning

In Virginia, a certificate of good standing is also called a certificate of status or a certificate of existence. In other states, it may be known as a certificate of fact, authority, or authorization or as a letter of good standing. A certificate of good standing is meant for a Virginia corporation, while a similar certificate for an LLC is called a certificate of fact.

The Secretary of State can issue a certificate of good standing to any business entity registered with it. Even foreign and nonprofit business entities can apply for this certificate provided they are created within the state. You need to complete the necessary paperwork in order to obtain this certificate.

The certificate is usually a single-page document. It bears the seal of the issuing authority, which is usually the Secretary of State. However, it can be some other state agency.

Why Do You Need a Virginia Certificate of Good Standing

A certificate of good standing is often required for renewal of business licenses. You may also need one for the following reasons:

  • It may be required for loans and taxation.
  • The document certifies that your business is in existence legally.
  • It certifies that your business complies with the legal requirements of the state and is authorized to conduct business in your state.
  • It brings your business in good standing with the state government.
  • In most of the states, a foreign business entity is required to obtain a certificate of good standing before being able to conduct business in that state.
  • You may need to obtain a certificate of good standing for your company if you are looking to expand your operations abroad. In such cases, you may also have to get the document certified by the embassy for foreign use.

Eligibility for Obtaining a Good Standing Certificate

Your business must be registered with the state. It doesn't matter whether it's a domestic entity or a foreign entity. You must have filed your annual reports with the state. Finally, you must have paid all the fees and taxes of the state.

What Prevents a Business From Being in Good Standing

A business in Virginia may fall out of good standing for several reasons, including:

  • Failure to file annual reports with the State Corporation Commission (SCC)
  • Delinquency in paying annual registration fees or taxes
  • Revocation or cancellation of business status due to prolonged non-compliance
  • Use of a revoked or expired registered agent

Before applying for a Virginia Secretary of State certificate of good standing, ensure that your entity has resolved any outstanding compliance issues to avoid denial of your request.

How to Obtain a Certificate of Good Standing

You can apply for a certificate of good standing in person, by mail, or even online. Applying online is the quickest and easiest way to obtain this document. The application fee in either mode is $6, which can be paid by check for mail requests or by credit card for online requests.

The following is the Clerk's Office contact info and the postal address for sending your request by mail:

  • Clerk's Office, State Corporation Commission, P.O. Box 1197, Richmond, VA 23218
  • Phone: (804) 371-9733
  • Email: [email protected]

Types of Virginia Certificates of Good Standing

Depending on your business type, Virginia offers two distinct types of certificates:

  1. Certificate of Fact – Issued for limited liability companies (LLCs), confirming the entity is in existence and compliant with Virginia law.
  2. Certificate of Good Standing – Issued for corporations, showing they are authorized to transact business and have met all statutory requirements.

Despite the different titles, both serve a similar function when proving a business’s compliance and legal status to banks, government agencies, or other businesses.

Obtaining the Certificate by Mail

You must list your business name, address, and phone number in the application. Send the application along with the check to the clerk's office. The processing time taken for mail requests is usually a week. There is no provision for expedited processing. However, you can obtain the certificate immediately if you apply online.

Obtaining the Certificate Online

Follow these steps to obtain a certificate online:

  1. Visit the Virginia SCC eFile portal.
  2. Create your online account (username and password).
  3. Place an order for the certificate and enter your credit card information.

You can download and print your Certificate of Good Standing almost instantly.

Alternative Ways to Obtain a Certificate (via Third Parties)

In addition to applying directly through the Virginia State Corporation Commission (SCC), business owners may also request a certificate of good standing through third-party services. These providers typically:

  • Charge additional service fees (often significantly more than the $6 state fee)
  • Offer bundled services, such as registered agent updates or compliance monitoring
  • Provide expedited processing or concierge services

While third-party options can be convenient, especially for out-of-state owners or those managing multiple entities, they are not required to obtain the certificate.

How to Get a Certificate of Good Standing from the Supreme Court's Clerk

To request a certificate of good standing from the office of the Supreme Court's Clerk, you must be an attorney licensed to practice in the Supreme Court. Additionally, you must be a member of Virginia State Bar.

Include your name and State Bar number in the request. The request must be accompanied by a check for $15 and a self-addressed envelope. Allow three to five working days to process the request. For expedited processing, send your request accompanied by an express mail return envelope. It will be processed within one working day.

How Long Is a Virginia Certificate of Good Standing Valid?

Virginia does not assign an expiration date to its certificate of good standing. However, institutions such as banks, lenders, or foreign state registration offices may require a certificate dated within 30–90 days of submission.

To ensure the certificate is considered current and acceptable:

  • Check the requirements of the requesting organization
  • Order a new certificate if one previously issued is more than 90 days old

It’s a best practice to obtain a fresh copy anytime you are submitting the certificate for formal or legal purposes.

Frequently Asked Questions

  1. Who issues the Virginia certificate of good standing?
    The State Corporation Commission (SCC), not the Secretary of State, issues the certificate for businesses operating in Virginia.
  2. How long does it take to receive a certificate online?
    When ordered through the SCC’s eFile system, the certificate can be downloaded immediately after payment.
  3. Do I need a certificate of good standing for my LLC in Virginia?
    Yes, an LLC may need a "Certificate of Fact" (Virginia’s version for LLCs) for compliance, financing, or registering in another state.
  4. What happens if my business is not in good standing?
    You won’t be able to obtain a certificate, and your business may lose rights such as limited liability protection or the ability to contract or sue.
  5. Can I use a certificate of good standing in other states?
    Yes, it’s often required when registering as a foreign entity or opening a business account outside Virginia.

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