Expanding your Nebraska business into another state, applying for a business loan, or closing a major contract: Any of these will likely require a certificate of good standing from the Nebraska Secretary of State. Getting one is fairly straightforward, as long as your business is current on its filings and holds active status.
What is a Nebraska certificate of good standing?
A certificate of good standing is an official document that confirms your business entity is legally registered and currently active in the state. Banks, licensing boards, other states, and contracting parties request it as proof that your business is compliant and authorized to operate.
Certificates of good standing are always issued by the Secretary of State, or equivalent state agency, in the state where your business is registered. For a Nebraska business, that means the Nebraska Secretary of State.
When do you need a certificate of good standing?
There are a number of scenarios where you might be asked to prove good standing status for your business. Here are a few of the most common:
- Foreign qualification: When registering to do business in another state, that state's filing office will typically require a certificate of good standing from Nebraska before approval.
- Business banking and financing: Banks and lenders routinely require a recent certificate before opening a business bank account, approving a line of credit, or processing an SBA loan application.
- Business sale or acquisition: During due diligence for a merger, acquisition, or business sale, buyers and their attorneys may request a certificate to verify the entity is active and free of administrative issues.
- Investor and financing relationships: Venture capital firms, private equity investors, and some crowdfunding platforms require a valid certificate as part of their standard compliance review.
How to check whether your Nebraska business is in good standing
Before placing your order, confirm your entity's current status. Trying to order when your entity isn't active will stall the process, and knowing your status upfront gives you time to fix problems before a deadline hits.
- Use the Nebraska Secretary of State's Corporate and Business Search tool to find your entity’s record.
- Look at the status field. An entity that qualifies will show as "Active." Any other status, "Inactive," "Delinquent," or "Dissolved," means the Nebraska Secretary of State won't issue the certificate until that status is resolved.
If your entity shows "Active," you can move directly to the ordering steps below. If it doesn't, the next section covers the most common reasons Nebraska businesses fall out of good standing and what each one requires to fix.
Common reasons a Nebraska business is not in good standing and how to fix them
If your entity is not in good standing, it could be for one of the following reasons.
Missed biennial report filing
Nebraska LLCs and nonprofit corporations file biennial reports in odd-numbered years, with a filing window of January 1 through April 1. For-profit corporations file biennial occupation tax reports in even-numbered years, with a filing window of January 1 through March 1.
Missing the deadline can cost your entity its active status, by triggering either administrative dissolution or revocation of authority.
If your entity has been revoked or dissolved, fix it by filing the overdue biennial report plus an application for reinstatement. For for-profit corporations, all delinquent occupation taxes plus interest must be paid.
Failure to maintain a registered agent
Every Nebraska business entity must continuously maintain a registered agent with a physical street address in Nebraska. If your company has been administratively dissolved or revoked for failure to maintain a registered agent, you'll need to apply for reinstatement before your business can continue operating.
To fix a registered agent lapse, appoint a new registered agent by filing a statement of change of designated office/agent form with the Nebraska Secretary of State, then follow the standard reinstatement process if needed. You can also hire LegalZoom to act as your registered agent and not have to worry about a lapse again.
How to get your Nebraska certificate of good standing
If your business search confirmed that your entity is "active," you can proceed to ordering your certificate.
On your entity’s record search page, scroll down to the section labeled “Good Standing Documents.” You’ll have the option to select to receive your certificate electronically or to obtain a hard copy by mail. Select the format your requesting party requires and pay the applicable fee.
The electronic certificate is immediately available for viewing and printing—it carries the State Seal and the signature of the Secretary of State. The physical paper certificate ships via U.S. mail within two to three business days.
How LegalZoom can help
LegalZoom’s compliance services can take a number of tasks off of your hands, from filing annual reports to serving as your registered agent. Our certificate of good standing service can help you acquire your certificate. If your filing is rejected or incorrect due to our error, we'll correct it with the government agency at no additional cost to you.
If you need to get your business back into good standing first, our reinstatement management service can help you get back to active status and address ongoing compliance deadlines so you don’t fall out of good standing again.
Nebraska certificate of good standing FAQs
How long does a Nebraska certificate of good standing stay valid?
Nebraska doesn't set a formal expiration date. Most requesting parties treat it as current for 30 to 90 days from the date of issuance. Confirm the requester's specific window before relying on an existing certificate.
Can a foreign entity registered in Nebraska get a certificate of good standing?
Yes. A business formed in another state that has registered to do business in Nebraska can obtain a certificate of good standing from the Nebraska Secretary of State confirming it's currently authorized to operate in Nebraska and that its required filings are not delinquent.
How much does a Nebraska certificate of good standing cost?
The Nebraska Secretary of State charges $6.50 for an electronic certificate, available immediately, and $10.00 for a physical paper certificate mailed within two to three business days.
What is the difference between a certificate of good standing and a certificate of existence in Nebraska?
Different states use different names to describe the document that affirms good standing status. In Nebraska, it’s called a certificate of good standing, while other states may use names like “certificate of existence” or “certificate of status.” If your requesting party is asking you to provide a certificate of existence, a certificate of good standing satisfies the requirement.