There are many reasons why you might need to verify your company’s legal existence as an incorporated entity.
Verifying your company’s legal existence is required for many business transactions such as applying for a bank loan, selling shares in your company, and filing taxes.
It is also necessary in case of legal disputes. There are many instances where companies have had their legal existence questioned and it has taken a considerable amount of time and money to prove that the accusations were false.
To verify your company’s legal existence, you will need certain information about your company such as its name, date of incorporation, and registered office address.
Once you have this information, follow the steps below to verify your company’s legal existence.
1) Business Registration Number and Company Registration Number
Your company’s “registration number” is used to distinguish your company from all others in the same jurisdiction
It’s important to have a business registration number and company registration number to verify your company’s legal existence.
This is because there might be more than one company with the same name in the jurisdiction where your business is located.
It is important to have both numbers so that you can distinguish between two or more companies with the same name.
These numbers are used on all documentation related to your company such as licenses, permits, certificates of incorporation, or trade names.
2) Certificate Of Formation/Certificate of Good Standing/Certificate of Existence
Your company might require a certificate of formation, certificate of good standing, or certificate of existence to prove its legal existence.
A certificate of formation is proof that your company was established in accordance with the laws and regulations of a particular jurisdiction (province, state, country, etc.).
The form and content of a certificate of formation vary by jurisdiction and may also vary based on the type of company you have (a corporation, an LLC, etc.).
A certificate of good standing is proof that your company has been registered for a certain period of time and that all legal filings have been done correctly up to this point in time.
In some jurisdictions, a certificate of good standing is required before a company can apply for a business license.
A certificate of existence is proof that your company exists and was registered with the jurisdiction’s official registrar. Like a certificate of formation, the information on the certificate might vary by type of company.
3) Certificate Of Registration Or Register Of Members
A certificate of registration or a register of members is proof that the people who have been entered into the company’s records as being shareholders are indeed shareholders.
This certificate or register should have a list of all current members and their details such as full name, nationality, occupation, and address.
This certificate or register might also include information on past members, indicating when they joined the company and when they left it.
4) Article Of Formation/Article of Organization
An article of formation or an article of the organization is proof that your company’s name was approved by the official registrar for use in its jurisdiction.
An article of formation might have all relevant information including your company’s name, type (S corporation, C corporation), and date of incorporation.
It also includes contact information such as a registered office address and a registered agent. In some jurisdictions, the official registrar might return this certificate to your company once it has been filed.
5) Board Of Directors’ Resolution
Board of directors’ resolution is a legal document in which the board of directors authorizes a transaction, agreement, or other action.
The board of directors might also delegate to its officers the authority to conduct certain business transactions.
In order for your company to be considered legally established by jurisdictions where corporate personhood is recognized, it must have at least one director.
As such, the board of directors’ resolution is an important document and should be kept in a safe place. This document can be issued at any time by the official registrar or your company’s management team. The board of directors’ resolution indicates that the people named in the document are members of your company’s board of directors and are entitled to exercise all management powers delegated to them
6) Trade Name (DBA Or Doing Business As)
A trade name or doing business as (DBA) certificate verifies that your company has filed for and been approved by the jurisdiction to use a particular trade name.
As such, the trade name certificate is proof of your company’s right to use a particular business name under which it will operate.
A trade name or DBA also includes contact information such as a business address and an agent for service of process (the person who can accept official legal documents on behalf of the company), and it might include some information about your company’s industry.
7) Articles Of Amendment, Merger, Or Dissolution
An amendment, merger, or dissolution certificate is proof that the articles of incorporation for your company have been amended, merged with another business entity, or dissolved.
This document should be filed by the official registrar and returned to your company once it is filed.
8) Franchise Or Business License
Franchise or business license information verifies that your company has been issued a franchise or business license by the appropriate governing authority.
This document should be easy to obtain as official regulators will have all of the relevant contact details for you, including an office location and phone number with area code.
If you do not have easy access to the official regulator’s office, you can consult your local government website which might include links to relevant agencies.
It is important to have a verified legal existence as an incorporated entity. Incorporation makes it easier for companies to do business and protects the company from liability in many cases.
In this article, you learned about how to verify your company’s legal existence as an incorporated entity so that you can start off on the right foot with your business ventures!
The documents that you might need can vary depending on the state you are in, and we recommend consulting with your local government if you need help.