How to Get a Certificate of Good Standing in North Dakota

Whether to finance your North Dakota business or expand it into another state, you may need a certificate of good standing, sometimes called a certificate of existence or a certificate of status. You can request this document from the North Dakota Secretary of State (SOS).

Here’s everything you need to know, including how to order a certificate of good standing, the cost, and what to do if your business doesn’t currently qualify.

What is a North Dakota certificate of good standing?

A certificate of good standing is an official document from the North Dakota Secretary of State that confirms your business is legally registered, currently active, and compliant with SOS filing requirements. You may need a certificate of good standing to do one of the following things:

• Open a business bank account. Many banks require proof of active, compliant status before they'll open a commercial account.
• Apply for a business loan or financing. Lenders routinely check a business’ status with the state before approving a loan or line of credit.
• Work with an outside vendor. Many vendors require a certificate of good standing from a business to verify its legal legitimacy before signing a major contract.
• Register to do business in another state (foreign qualification). Many states require a certificate of existence to authorize an out-of-state business to operate within its borders.
• Complete a merger or acquisition. Buyers, sellers, and their attorneys typically require proof of active status from all entities before a deal closes.
• Apply for a business license. Some licensing agencies require a current certificate of existence before approving an application.

How to get a certificate of good standing in North Dakota: Step-by-step

You can request a certificate of good standing online through the FirstStop Portal, the Secretary of State’s online business filing portal. Here’s how.

1. Confirm your business’ current status. Search your business in the North Dakota Secretary of State’s business entity database. Make sure your business’ status is, “active,” and its standing is, “good standing.”
2. Open your business’ records page. Click on your business’ name to open its entity profile. If your business’ standing is “not good,” this page will also display the reason. In this case, resolve the issue before moving forward.
3. Click "Request Certificate." If your business is up-to-date on SOS filing requirements, this button will appear at the top right of your entity profile.
4. Fill out the request form. Enter your name and email address, and select the type of certificate and number of copies you need.
5. Submit your order and pay the filing fee. The SOS charges $20 for a certificate of good standing.
6. Deliver the certificate to the requesting party. Once you receive your certificate of good standing, save one copy for your records and deliver the other to the bank, partner, or government office that requested it.

What to do if your North Dakota business is not in good standing

If your business’ status is inactive, there are several things you can do to resolve the issue.

1. Start by identifying the compliance issue. Log into your FirstStop Portal account and pull up your entity record. Your filing history should reflect any missed annual reports or gaps in registered agent service.
2. File any overdue annual reports. Most North Dakota business entities must file an annual report to maintain active status with the Secretary of State. You can file online directly through FirstStop.
3. Update your registered agent if needed. Corporations, LLCs, and partnerships (except general partnerships) need to maintain a registered agent with a physical address in North Dakota. If your business doesn’t currently have a registered agent, appoint a new one and file the change with the SOS.
4. File for reinstatement if your entity was involuntarily dissolved. A North Dakota business that fails to update its registered agent information or file an annual report within 6–12 months of losing “good standing” may face involuntary dissolution by the SOS. Dissolved businesses have one year to reinstate.
5. Wait for the SOS to update its records. Once you’ve corrected the filing issue, it could take the SOS a few business days to update your business’ status in its records.
6. Request the certificate of existence once your status is active. Double-check your business’ status with the SOS to help prevent a rejection.

How LegalZoom can help

LegalZoom’s compliance services can take a number of tasks off your hands, from filing annual reports to serving as your registered agent. Our certificate of good standing service can guide you through the request process and help you acquire a certificate. If your filing is rejected or incorrect due to our error, we'll correct it with the SOS at no additional cost to you.

If you need to resolve your business’ status 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 Dakota Certificate of Good Standing FAQ

What is a certificate of good standing?

A North Dakota certificate of good standing is an official document from the North Dakota Secretary of State that confirms your business is legally registered, active, and current on all Secretary of State filing requirements.

What is the purpose of a certificate of good standing?

A certificate of good standing proves to third parties, such as lenders, banks, vendors, and government agencies, that your North Dakota business is legally active and compliant. Third parties may request a certificate of good standing before finalizing a business transaction.

How long is a North Dakota certificate of good standing valid?

North Dakota doesn't set an official expiration date. Instead, requesting parties typically impose their own currency requirements, generally within 30, 60, or 90 days from the date it was issued. It’s best to confirm the required window with the requesting party before you order.

Can I get a North Dakota certificate of good standing for a foreign entity?

Yes, foreign North Dakota business entities can also receive a certificate of good standing as long as they are active and up-to-date on SOS filing requirements. In the same way as domestic entities, foreign businesses can request a certificate of good standing from their entity profile in the SOS’ corporate database.