When a bank, out-of-state licensing board, or investor asks for proof your business is in good standing, they're asking for one specific document that can go by many names, depending on which state you’re in. In many places, it’s known as a certificate of good standing. In North Carolina, it’s called a certificate of existence.
This guide covers everything you need to know about getting a certificate of existence in North Carolina, including when you need one, where to get it, and what to do if your business has lost its good standing status in the state.
What is a certificate of existence?
A certificate of existence—known as a certificate of good standing in other states—is a state-issued document confirming that your business entity is legally registered with the North Carolina Secretary of State, currently active, and up to date on required state filings.
A business that's missed filings, lapsed into an inactive status, or been administratively dissolved won't receive the certificate until those issues are resolved.
Don’t confuse a North Carolina certificate of existence with a North Carolina letter of good standing. Letters of good standing are issued by the North Carolina Department of Revenue and are used to prove tax compliance, not active status with the state. Some situations may require you to provide both documents.
When do you need a North Carolina certificate of existence?
You need a certificate of existence when a third party requires proof that your business is active and compliant in the eyes of the Secretary of State.
- Bank financing or business loans: Lenders frequently require a certificate of existence before approving a loan or opening a commercial account.
- Foreign qualification: When your North Carolina LLC or corporation wants to operate in another state, that state's registration process typically requires a certificate of existence as proof of home-state standing.
- Business licensing applications: Many state and local licensing agencies require active status verification before issuing or renewing a license.
- Investor due diligence: Investors commonly request the certificate to confirm your entity is legally active before committing capital.
- Contracts and partnership agreements: Some counterparties require the certificate before finalizing a significant business agreement, particularly in regulated industries.
Note: The certificate of existence proves your good standing with the Secretary of State. It does not speak to your tax status with the Department of Revenue.
How to check whether your North Carolina business is in good standing
Before ordering your certificate, you’ll want to verify that your business entity is, in fact, in good standing with the state of North Carolina.
To check, go to the Secretary of State’s business search page and search for your business using its name, ID number, registered agent, or by using the name of one of your company’s officials.
When you locate your business, check to ensure its status is marked as “Current/Active." This means the entity is in good standing, has met all filing requirements, and is legally authorized to operate in North Carolina.
Any other status signals a problem.
- Admin dissolution means the Secretary of State dissolved the entity after it failed to file required annual reports. A dissolved entity can't legally sign contracts or conduct business until it's reinstated.
- Suspended means the entity's authority to operate has been formally suspended due to compliance issues.
You will need to resolve these issues before you can obtain your certificate of existence.
Why your North Carolina business may not be in good standing, and how to fix it
There are a number of reasons why your business may have lost good standing.
- Overdue annual report: Every active North Carolina LLC and corporation must file an annual report. If the report isn't filed by the deadline, the Secretary of State issues a notice of grounds for administrative dissolution. You then have 60 days to file the overdue report before the state administratively dissolves the entity. To fix it, file your annual report online and pay the filing fee. North Carolina doesn't charge a separate late penalty.
- Missing or lapsed registered agent: Every North Carolina LLC and corporation must maintain a registered agent with a physical street address in North Carolina. Operating without a registered agent for 60 days or more is a standalone ground for administrative dissolution. To fix it, appoint an agent and update your record with the Secretary of State.
How to get a certificate of existence in North Carolina
Once you’ve confirmed your entity’s good standing status, getting your certificate of existence is a relatively simple process.
- Step 1: Locate your entity in the portal. Search by legal name or your entity’s Secretary of State ID. Confirm the result matches your business exactly, including name spelling as it appears in your formation documents.
- Step 2: Order your document. Click on “Order a document” and select the option for "Existence/Good Standing." Note that you will need to have an active account in order to complete this step.
- Step 3: Choose your delivery method and pay. The state fee is $15.
- Step 4: Receive and review the certificate. Confirm the certificate meets the requesting party's requirements, including issuance date. The certificate carries no formal expiration, but most institutions require one dated within the last 60–90 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 both the certificate of existence and the certificate of compliance. 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 will help you draw up a roadmap and manage ongoing compliance deadlines so you don’t fall out of good standing again.
North Carolina certificate of existence FAQs
How long does it take to get a North Carolina certificate of existence?
Online requests are processed immediately. The electronic certified document is available for download at checkout.
What is the difference between a North Carolina certificate of existence and a letter of good standing?
The certificate of existence confirms your business is legally registered, active, and current on state filing obligations with the Secretary of State. The letter of good standing confirms your tax accounts are in good standing with the North Carolina Department of Revenue (NCDOR). Most third-party requests require the Secretary of State document; some transactions require both.
What is the difference between a certificate of existence and an attorney certificate of good standing from the NC Supreme Court?
The certificate of existence is issued by the Secretary of State and confirms an LLC or corporation is legally active. The attorney certificate of good standing is issued by the NC Supreme Court Clerk's Office and confirms a licensed North Carolina attorney is a member in good standing of the state bar. Business owners need the Secretary of State version; attorneys seeking bar admission in another jurisdiction need the Supreme Court version.
Does a foreign LLC registered in North Carolina need a certificate of good standing?
Two scenarios apply here. If your LLC is formed in another state and wants to register to operate in North Carolina, you'll typically need to submit a certificate of good standing from your home state as part of that North Carolina registration application. If your LLC is already registered as a foreign entity in North Carolina, the Secretary of State can issue a certificate of existence confirming your active status.
How long is a North Carolina certificate of existence valid?
North Carolina places no formal expiration date on the certificate. The recency requirement is set by the requesting party. Most institutions require a certificate issued within the last 30, 60, or 90 days. Confirm the specific window before you order.