Obtaining a Certificate of Compliance in California

If you own a business in California and want to open or transfer your existing business to another state, you’ll need a Certificate of Status (COS), sometimes known as a Certificate of Good Standing or Certificate of Existence. This document indicates that your business exists and operates in compliance with all applicable laws. There are a variety of circumstances that could require you to have a COS, such as getting a loan or selling your business.

Here’s how to get your California Certificate of Status from the Secretary of State. And if you’re concerned about long-term compliance, read about ZenBusiness’s worry free compliance services.

California Certificate of Status explained

A California Certificate of Status confirms the following about your business:

• Your business is a registered legal entity in California
• It has not been suspended by the Franchise Tax Board
• Your business is legally allowed to do business in California

You don’t need a Certificate of Status to conduct your normal, day-to-day business operations. The circumstances under which you might need one are:

• Securing a new line of credit or funding from a bank
• Opening a new business bank account
• Purchasing insurance for your business
• Entering into contracts with the state or another business
• Selling or transferring some part or all of your business
• Renewing certain permits or licenses
• Expanding your business into another state or jurisdiction

To obtain a California COS, you must be a registered state entity. Corporations and LLCs are some of the most common entities asking for a Certificate of Status. Limited partnerships or nonprofits may also need one from time to time. If you own a sole proprietorship, you cannot get a Certificate of Good Standing because that kind of business entity does not register with the state.

How to obtain your Certificate of Status

Before you begin the filing process, ensure that your business is in compliance with all necessary state laws. This means that your company is:

• Up to date on all your state, federal, and local taxes. This includes payroll taxes and unemployment insurance.
• Has correctly filed your business’s annual report (which is called a “Statement of Information” in California) with the Secretary of State. This includes filing for any previous years in which you may have missed a report.
• Up to date on applicable state licenses and fees. This means, for example, if your business is a law firm, all attorneys are in good standing with the California State Bar Association.

Ensuring compliance is a very detail-oriented and time-consuming process. ZenBusiness’s worry free compliance service can help your business stay in compliance with the state.

Obtaining your Certificate of Status

In California, your Certificate of Status comes from the Secretary of State. Download the form, print it, fill it out, then mail it in with the necessary fees. Here’s the information you should provide:

Requester Information

The first box asks for the requester’s information. Include your name and the address where you wish to receive the Certificate of Status. This can be the address of the business for which you’re requesting the record. Don’t forget to include your phone number; this is important if the Secretary of State needs to contact you.

Return Method Requested

If you’re filing this form in person at the Sacramento office, you can indicate how you want to obtain the Certificate of Status. You can pick it up, usually the next business day, or have it mailed to you.

Business Name

In Box 2, fill out the name of your company exactly as spelled when filing the Articles of Incorporation. Include the Entity or File Number issued by the Secretary of State. This should be on the paperwork you received after your Articles of Incorporation were processed. You don’t have to include this number, but it will help receive your Certificate of Status quicker.

Additionally, check the box indicating what kind of company your business is.

Report Copies

This box allows you to order various copies of reports pertaining to your business. You can order copies of your Articles of Incorporation, amendments, and other reports filed with the Secretary of State. This box is optional. In most cases, you don’t need to order copies of these documents to obtain your Certificate of Status. If you decide you want these documents, carefully note the costs per page listed. There’s a slight price difference between plain and certified copies.

Certificate Requests

Here’s where you indicate that you want a California Certificate of Status. You can order multiple copies, which may be necessary if you’re dealing with multiple agencies or institutions. Fill out the number of certificates you would like in the far right column.

Fax Number

You have the option of receiving a fax copy of your Certificate of Status prior to receiving the certified paper copies. Provide the fax number in the space indicated. Don’t forget to note that there’s a fee of either $5 or $10 to receive these faxes.

Calculate Fees

In the lower right box, fill out the fee schedule. Fees are listed directly on the form. Double-check that you’ve filled out the fee schedule correctly. You can pay fees by check or money order, payable to the California Secretary of State.

If you’re filing in person, you can also pay by Visa or MasterCard. Note that filing in person expedites the process but comes with an additional $10 processing fee.

Filing Your Request

Once you’ve completed the form, you have two options for filing it. Note that the California Secretary of State currently does not accept requests for a Certificate of Status via email or online.

You can mail in your request form and send it to:

Secretary of State
BE Certification and Records
P.O. Box 944260
Sacramento, CA 94244-2600

If you prefer to file in person, drop the form off at:

1500 11th St., 3rd floor, Room 380
Sacramento, CA 95814

Processing Times

If you’ve filed your request for a Certificate of Status in person, you should receive your paperwork within the next business day. You must pick it up at the same office.

Otherwise, requests for Certificates of Status are usually processed within one to two business days of receiving the request by mail. You must then wait for the certificate to return to you via mail.

Receiving Your Certificate

Once you’ve received your Certificate of Status, verify that it’s valid for your intended use. Note that validity depends on the entity or jurisdiction requesting the certificate. If it’s valid, return the certificate to the requesting parties. Most of the time, this will be by mail. Ensure you have the mailing address correct before sending it.

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 California Certificate of Status for you if you need one; you just pay the state fees. And, if you don’t have worry free compliance but still need a COS, our Certificate of Good Standing service can help.