Certificate of Good Standing
A Delaware-issued document certifying that an entity exists and is current on all state-level obligations.
Definition
A Certificate of Good Standing is issued by the Delaware Division of Corporations confirming that the entity is in existence, has paid its franchise tax (or annual report for Corporations), and is in compliance with state requirements. Ordering fee: $50 for standard, more for expedited or apostille certification.
Context
Good standing certificates are commonly requested for foreign-qualification filings in other US states, for some bank account applications, for contract counterparty due diligence, and for apostille certification for international use (e.g., proving entity existence to a foreign government).
Example
An Delewarellc customer opening a foreign-qualification in California requests a Certificate of Good Standing from Delaware. The Certificate confirms the Delaware LLC is current on its $300 franchise tax. California uses this as evidence the entity is legitimate.
Common pitfalls
- An entity that has missed franchise tax falls out of good standing; the Certificate request will be denied.
- Standard processing takes 1-2 weeks; expedited is available for additional fees.
- For international use (apostille), separate Delaware Secretary of State authentication is needed at $30 per document.