Obtaining a Certificate of Compliance in North Dakota

A North Dakota Certificate of Good Standing is issued by the state and confirms your corporation or LLC is legally registered and allowed to conduct business in the state. Though it isn’t a mandatory document, getting one shows your business is in compliance with the state and can help in several situations that we’ll discuss later.

This guide will explain what a CGS is and the different scenarios where you might need one. We’ll also explain the process to get a CGS in North Dakota.

What is a North Dakota Certificate of Good Standing?

A North Dakota Certificate of Good Standing is a legal document issued by the North Dakota Secretary of State (SOS). The certificate works as evidence that your organization exists in North Dakota and is registered to transact business in the state.

The certificate signed by the North Dakota Secretary of State confirms that your business has complied with state requirements specified for a corporate entity or a limited liability company (LLC).

Which North Dakota office issues Certificates of Good Standing?

The North Dakota SOS issues Certificates of Good Standing.

To ensure your request for a North Dakota CGS goes through without any issues, your business should be in good standing with the state. With the worry free compliance service by ZenBusiness, you can be assured that we’ll help you take care of your business compliance requirements.

What does a Certificate of Good Standing confirm?

A CGS confirms your LLC or corporation has filed its annual report with the North Dakota SOS before the due date. It also confirms that you have duly paid the annual report fees and taxes owed to the state.

A North Dakota CGS contains the following information:

• Legal name of your corporation
• SOS control ID
• Certificate number
• Date of formation
• A declaration that your business has complied with applicable state laws
• Signature by the Secretary of State

Why might a business need a North Dakota Certificate of Good Standing?

Obtaining a CGS isn’t a requirement for legally operating your company, but it can be helpful in the following scenarios:

Registering to do business in another state

If you want to expand your business beyond the borders of the state where it was formed, a CGS can pave the path for registration in the new state. As your corporation is considered a foreign (out-of-state) entity in new states, the SOS’s office there might ask for a CGS to verify you’re following the required laws in your state of origin.

Securing funding

It’s common for businesses to raise capital from investors and other financial institutions when they want to grow and scale. A CGS lets investors know the organization they’re getting into business with is a valid, legal entity in North Dakota.

Opening a business bank account

Banks might ask for a CGS to assess your corporation or LLC’s legitimacy before they let you open a business account with them.

Buying business insurance

Insurance protects your business, employees, and assets. An insurance provider might ask for a CGS to verify that the entity they’re offering coverage to is legally authorized to conduct business in the state.

Contract formation with state/other business

A Certificate of Good Standing can help prove your company complies with applicable state laws. Similarly, you could also ask for a CGS from another business at the time of contract formation.

Selling/transferring part or all of the business

When you want to sell or transfer a part or all of your business, potential buyers could ask for a CGS to know more about the company they’re purchasing. A buyer could move ahead with the purchase once they know it’s a state-compliant, authorized entity they’re dealing with.

Renewing certain permits and licenses

A Certificate of Good Standing confirms that your business is legally allowed to operate in North Dakota. With this confirmation, renewing permits and licenses can become an easier process.

What North Dakota entities can obtain a CGS?

In North Dakota, LLCs and corporations are allowed to obtain a Certificate of Good Standing. A sole proprietorship doesn’t register with the SOS, so it can’t request a CGS.

How to get a North Dakota Certificate of Good Standing?

You can request a North Dakota CGS from the office of the North Dakota Secretary of State. Currently, these certificates can’t be ordered online. Instead, you can order them via phone, fax, email, or mail. The steps for getting the CGS are described below:

Check whether your business is in compliance

Before you put in a CGS request, you need to make sure your business is in good standing with the state. This means your corporation should have filed its annual report with the SOS online or by using the print and mail option.

Ensure that the taxes owed to the state are paid and permits and licenses are up to date.

Request a Certificate of Good Standing

You can request a CGS from the Secretary of State. The fee for processing this request is $15 plus a $5 fee to search records. You can make the payment through credit card, check, money order, or pre-authorized credit.

You can visit the Secretary of State’s website for details such as phone numbers, fax number, email address, and office address.

Validity of a Certificate of Good Standing

The validity of a Certificate of Good Standing is determined by the party requesting the document. For example, an investor might ask for a CGS no older than 30 days.

Send to requesting party

Once you’ve received the CGS, you can send it to the requesting party.

Conclusion

Compliance may not be simple to keep up with, especially when considering all the other aspects that make a business go round. At ZenBusiness, we understand that your business needs don’t stop after the business has been registered. ZenBusiness can help keep you in good standing with our worry free compliance service. With this service, we not only help keep your business in compliance, but we can also secure a North Dakota CGS for you if you need one; you just pay the state fees. And, if you don’t have the worry-free compliance but still need a CGS, our Certificate of Good Standing service can help.