Have you been asked for proof that your company is authorized to conduct business? In many states, this verification document is called a “certificate of good standing,” but in Pennsylvania, it’s known as a certificate of subsistence.
This guide covers what you need to know to obtain your certificate of subsistence in Pennsylvania and common situations where you may need one.
What is a certificate of subsistence?
A certificate of subsistence confirms that a registered business entity is currently authorized to conduct business in the Commonwealth. It doesn't certify that all state taxes, fees, or penalties have been paid. When a lender, bank, investor, or out-of-state agency asks for proof that your business is legally active, a certificate of subsistence satisfies that request.
Pennsylvania also issues different certificates depending on whether your business was formed in Pennsylvania or registered here from another state. If your business was originally formed in Pennsylvania, you need a certificate of subsistence. If your business was formed elsewhere and registered to do business in Pennsylvania, you need a certificate of registration.
When do you need a Pennsylvania certificate of subsistence?
Any registered Pennsylvania business entity may need a certificate of subsistence when a bank, lender, government agency, or business partner asks for proof that the company is legally active.
For example, you may be asked to provide proof of good standing if you’re:
- Opening a business bank account
- Applying for a business loan or line of credit
- Registering to do business in another state (foreign qualification)
- Entering into a significant contract or business transaction
- Selling or transferring ownership of the business
- Satisfying lender, investor, or partner due diligence requirements
How to check whether your Pennsylvania business is in good standing before ordering
Before requesting a certificate, verify your business' current status. If your business isn't in good standing, the Department of State won't issue the certificate.
Use the Pennsylvania Department of State's business entity search tool to check your status. Search using your entity's exact name or entity number. Results show your entity name, type, current status, date of filing, registered office address, and links to filed documents.
A business is considered in good standing if it hasn't been dissolved, canceled, merged, withdrawn, or had its term expire.
If your search confirms active status, you're ready to order. If not, see the section below on restoring good standing.
How to get your Pennsylvania certificate of subsistence
The easiest and fastest way to get your certificate is to request it online.
- Step 1: Create an account on the Pennsylvania business hub. While anyone can search the business database, you’ll need an active account in order to request your certificate.
- Step 2: Access your entity’s record using the business search tool. On the record page, click the “request certificate.”
- Step 3: Choose "order certified documents" and select "certificate of subsistence."
- Step 4: Enter your email delivery address and pay the $40 fee.
Online requests are typically processed within one to two business days.
You can also obtain your certificate in person at the Pennsylvania Department of State or by mailing a copy/certification request form to:
Pennsylvania Department of State
Bureau of Corporations and Charitable Organizations
P.O. Box 8722
Harrisburg, PA 17105-8722
What to do if your Pennsylvania business is not in good standing
If your business isn't in good standing, the Department of State won't issue a certificate of subsistence. To restore good standing, you must resolve the underlying compliance issue first.
- File any overdue annual reports. A missed annual report is one of the most common causes for loss of good standing.
- Pay any outstanding fees or penalties.
- Update your registered agent and address. Every registered entity must maintain a registered agent and registered office with a physical street address in Pennsylvania. A P.O. box alone doesn't satisfy this requirement.
- File for reinstatement if your entity was dissolved. Domestic entities can be reinstated by filing the applicable certificate of resumption of business existence form and paying the reinstatement fee.
How LegalZoom can help you get a Pennsylvania certificate of subsistence
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 of subsistence. 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 manage ongoing compliance deadlines so you don’t fall out of good standing again.
Certificate of subsistence FAQs
How long is a Pennsylvania certificate of subsistence valid?
The certificate carries no official expiration date, but it reflects your business' status at the time of issuance. Most banks, lenders, and out-of-state agencies treat it as current only within the last 30 to 90 days. Order close to the date you actually need it.
Can a foreign entity registered in Pennsylvania get a certificate of subsistence?
Foreign entities receive a certificate of registration, which serves the same purpose but uses different terminology. Both are available through the Pennsylvania Department of State.
Do Pennsylvania LLCs need a certificate of subsistence to register in another state?
Yes, in most cases. When applying for foreign qualification, the receiving state typically requires a certificate of subsistence as proof of home-state good standing. Confirm the exact requirements with the destination state before submitting your application.