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DELAWARE CERTIFICATE OF GOOD STANDING OR STATUS
If you are planning to establish a new business or are a foreign company thinking of expanding your business in Delaware then there are several aspects that you need to consider. One of the primary aspects is to ensure your company enjoys an “active” Delaware business status and this is possible by obtaining a certificate of good standing.
What is Delaware Certificate of Good Standing?
The Delaware certificate of good standing is a document that is a proof of existence. It simply means that your business entity whether an LLC or a corporation has paid its taxes and any dues as of current date, in the state of Delaware. The document is signed by the Delaware Secretary of State and states that your company has good standing status or active status in the state on the date it was signed. In some of the states, this document is also known as the certificate of existence and in Delaware it is also known as the Certificate of Status.
It is also important to note that according to Title 8, Corporations, Chapter 1- General Corporation Law, Subchapter XVI, Foreign Corporations, § 371 and 2 DE Code § 18-902 (2014 through 146th Gen Ass) for foreign LLC, a Delaware certificate of good standing is a mandatory requirement in order to register business and transact in the state.
How to get a Certificate of Good Standing in Delaware?
Delaware business status is integral to the growth and expansion of a business entity in the state of Delaware. The question is what is the process of application for a Certificate of Status? Keeping in mind, the requirements of different businesses, we have created a step by step approach towards applying for the good standing certificate.
1. Type of Business
The first step is to identify what type of business you are planning to register like if it is a business corporation, professional service corporation, LLC, LP, or any other type of business. This is important as some businesses don’t require a good standing certificate.
2. Type of Status
The Delaware business status is an important factor and is applicable for foreign companies and existing Delaware businesses. A business corporation can be forfeited pursuant to 8 DE Code § 136 (2017) and the certificate of formation of an LLC can be cancelled pursuant to 2 DE Code § 18-104 (d) and 2 DE Code § 18-1108 (2014 through 146th Gen Ass). In such a scenario, a company will have to clear their dues, penalties, taxes, and submit required documents for reinstatement. Prior to reinstatement, the said company will have to apply for a certificate of good standing in Delaware.
3. Information
You have to provide information specified by the Secretary of the State or Delaware Statutes in your order request for a Delaware certificate of good standing. The following information needs to be provided by a business entity applying for this certificate:
- Name of the business entity as filed in the Certificate of Incorporation or Certificate of formation
- Date of formation or registration of the business entity
- The name of the Registered agent and their address
- Confirmation of payment of all types of fees, taxes as well as penalties if any that was due to the secretary of state
4. Order Request
In order to ensure good Delaware business status, you can order or file the certificate of status or good standing with the office of the Delaware Division of Corporations. It can be done in the following ways:
- By Mail: You can request for certificate through mail. You will be required to mail the “Certificate Request Cover Memo” also known as the memo sheet to Delaware Division of Corporations, 401 Federal Street – Suite 4, Dover, DE 19901.
- By Email: You can also send the request for Delaware certificate of good standing along with your credit card information to corp@delaware.gov. You will have to provide specific information on the order request including name of the business entity, credit card payment form or authorization, a daytime phone number, and return address information.
- By Fax: A request for certificate of good standing can also be made through fax at (302) 739-3812 or (302) 739-3813. The fax service is available from 8:00am-11:59pm from Monday to Thursday and from 8:00am -10:30pm on Friday, excluding State Holidays.
- Online: One of the fastest ways to receive a good Delaware business status certificate is by applying Online. We at IncParadise, offer an online request or order option for businesses in the state so that it can be processed as early as possible.
Order Your Delaware Certificate of Good Standing Today!
Why do I need a Certificate of Good Standing in Delaware?
One of the most important documents for businesses being formed or registered in the state of Delaware, the certificate of good standing is issued by a state agency and in Delaware; it is issued by the Delaware Division of Corporations. The importance of this document is in the fact that it authorizes helps a new or existing or foreign entity to avail of various financial incentives and forge business relationships or partnerships with ease. There are several reasons you may require this certificate of Delaware business status and they are:
A certificate of good standing highlights the fact that the Delaware business status is active. This implies that foreign or domestic limited liability company or corporation has:
- Paid the franchise tax of $300 pursuant to 2 DE Code § 18-1107 (2014 through 146th Gen Ass).
- Has appointed and is maintaining a registered agent in the state pursuant to 2 DE Code § 132 (2014 through 146th Gen Ass) for corporations and 2 DE Code § 18-104 (2014 through 146th Gen Ass) for LLC.
- Have submitted the annual report with the Secretary of the State pursuant to 8 DE Code § 374 (2017)
As a result of the active status, you will be a able to apply for bank loans or any other state or federal financial incentives, create business partnerships by signing up with vendors, and build a strong and positive reputation that will eventually aid in the growth of the company.
A foreign business entity requires a Delaware certificate of good standing by law. According to 2 DE Code § 371 (2014 through 146th Gen Ass) for foreign corporations and 2 DE Code § 18-902 (2014 through 146th Gen Ass) for a foreign LLC, if a business entity fails to obtain the certificate of status or good standing then they will not be authorized to transact their business within this State.
How long does it take to get a certificate of good standing in Delaware?
The State of Delaware – Division of Corporations is responsible towards issuing of the Delaware certificate of good standing, which is also known as the Certificate of Status or the Tax Clearance Certificate. The normal processing time can vary from 4 days to 3 weeks depending on the whether you opt for normal processing or expedited delivery. There is an extra fee that has to be paid for “Expedited delivery” and the fee varies from $40 to $1,000 depending on the expedited time bracket.
We at IncParadise can help in expediting the process by enabling you to apply through our easy to access ONLINE
- You will have a personalized and secure business account
- You can view the certificate certification form or memo, fill it, edit information, save or submit along with the required fee
- You can save time and any extra fee for expedited service
- You will be able to view the certificate and download it right from your account