What is a Certificate of Existence and Do I Need One?

You may be asked for a Certificate of Existence by a lender or if you do business in another state. What exactly is a Certificate of Existence? A Certificate of Existence is simply a document that indicates that your business is properly registered with the state and have followed all state requirements. It serves as evidence that the entity exists and is authorized to transact business in the state.


Why would a business need to provide a Certificate of Existence?

Carl Dietz, Business Services Attorney, with the Iowa Secretary of State’s office explains, “The primary reason an entity may want to have a Certificate of Existence issued is to include it with an application for authority to operate in another state.  For example, if a corporation incorporated under the laws of Iowa that operates a restaurant chain wants to open its first restaurant location in Nebraska, it will need to apply for authority from the state of Nebraska to do business in that state.  Part of Nebraska’s application requirements will almost certainly be a Certificate of Existence issued by the Secretary of State of Iowa.”

You may also be asked to provide it by a bank when applying for a loan or line of credit in the name of the business.


Which businesses can obtain a Certificate of Existence from the Secretary of State?

Requirements in order to be in “good standing” vary by state but typically they include:

–            Registering with a state agency to conduct business

–            Being up-to-date on all your taxes and fees

–            Filing annual or biennial reports

All states require registration of corporations and limited liability companies (LLCs).


How do I obtain a Certificate of Existence?

You can apply for the certificate by simply contacting the Iowa Secretary of State’s Business Services Division in person, by mail, or online through their website, www.sos.iowa.gov. The cost is five dollars. Be careful not to fall for scams and pay more than needed for this certificate. If you are in doubt, contact the Secretary of State’s Business Services Division for clarification.


Have further questions about this or other business concerns? Schedule an appointment for confidential, no-cost business advising at one of our 15 regional centers across the state of Iowa. You can request an appointment online at iowasbdc.org.

America’s SBDC Iowa is an outreach program of Iowa State University’s Ivy College of Business and the Office of Economic Development and Industry Relations. Funded in part through a cooperative agreement with the U.S. Small Business Administration, America’s SBDC Iowa has 15 regional assistance centers located strategically across the state. Since program inception in 1981, the SBDC has helped Iowa businesses and entrepreneurs through no fee, confidential, customized, professional business counseling and practical, affordable training workshops.

For more information on America’s SBDC Iowa programs or services, visit www.iowasbdc.org, https://www.facebook.com/AmericasSBDCIowa, or @IowaSBDC on Instagram and Twitter.

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