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Certificate of Good Standing Apostille: How It Differs by State

By Frank MetayerUpdated September 18, 2026

The defining feature of a certificate of good standing apostille is that the certificate is already a public record issued by a state government, so that state can place the apostille on it directly, with no notary involved. This is the opposite of how a private document works. A bank letter or a company resolution has to be notarized first, because a state can only authenticate the seal and signature of an official it already keeps on file. A certificate of good standing arrives with that official's seal built in: it is signed and sealed by the state office that maintains your company's registration. That is why it moves through the apostille process in one clean step, and why the most important question is not whether it needs a notary, but which state issued it.

The phrase "by state" matters because almost everything about this document changes at the state line. The certificate goes by different names — Certificate of Good Standing, Certificate of Existence, Certificate of Status, or Certificate of Fact — depending on where the company is registered. The office that issues it is usually the Secretary of State, but not always. And the apostille has to come from the same state that issued the certificate, which is the state where the company is incorporated or registered, not necessarily the state where it actually does business. A Delaware company operating out of California still needs a Delaware certificate apostilled by Delaware. This guide is about those state-by-state differences.

Key takeaways

A certificate of good standing is a state-issued public record, so the state apostilles it directly, with no notary step, unlike a private business document.
The document goes by different names from state to state — Certificate of Good Standing, Certificate of Existence, Certificate of Status, or Certificate of Fact — yet they serve the same purpose.
The apostille comes from the state that issued the certificate, the state of incorporation or registration, not the state where the business operates.
The issuing office is usually the Secretary of State, but not always: New Jersey uses its Division of Revenue (Treasury), and other states route corporate records through a Division of Corporations.
Apostilles are valid only for Hague Convention member countries; for a non-member destination you need embassy or consular legalization, and many authorities also want a recently issued certificate plus a certified translation.

Why a certificate of good standing skips the notary step

A state does not authenticate what a document says; it authenticates the official whose seal and signature appear on it. For a private document like a bank letter, a board resolution, or a power of attorney, there is no state official on the page, so a notary has to witness a signature first and the state then apostilles the notary. A certificate of good standing is different in kind: it is generated and sealed by the very state office that keeps your company's record, so the qualifying official is already on the document. There is nothing to notarize, and adding a notary would not help.

This single distinction removes the most common failure point that private documents run into. You are not assembling a chain of custody back to a recognized official; the certificate already is one. What still matters is getting the certificate in the correct certified form and sending it to the right state, which is exactly where the state-by-state differences come in.

Same document, four different names

Start with the name, because it is the first thing that differs. What one state calls a Certificate of Good Standing, another calls a Certificate of Existence, a Certificate of Status, or a Certificate of Fact.

Delaware and several others issue a "Certificate of Good Standing." Florida, California, and New York generally issue a "Certificate of Status." Texas issues a "Certificate of Fact – Status" through the Secretary of State. The wording on the page differs, but for apostille purposes they are the same category of document: an official confirmation that the company is validly formed and current on its state obligations.

So order the certificate by the name your state actually uses, and give the receiving party abroad the document your state produces rather than insisting on a specific title. A foreign bank or registry that asks for a "certificate of good standing" will, in almost all cases, accept the equivalent your state issues, whether that is a Florida Certificate of Status or a Texas Certificate of Fact, because the apostille authenticates the state seal regardless of the certificate's exact name.

Which state issues the apostille: incorporation, not operation

The apostille must come from the state that issued the certificate, and that is the state where the company is incorporated or registered, not where it keeps its offices or customers. This trips up companies that were formed in one state for legal or tax reasons but operate somewhere else entirely. A business incorporated in Delaware but run from California cannot get a California apostille on its good-standing certificate; it has to obtain the Delaware certificate and have Delaware apostille it.

This is why Delaware, Nevada, and Wyoming come up so often. Plenty of companies with no physical presence in those states are incorporated there, so their corporate documents are issued and apostilled by those states. If a company is registered in more than one state, a home state plus foreign qualifications elsewhere, each state can issue its own good-standing certificate, and you apostille the one the receiving authority actually asked for. Confirm which state's certificate is required before ordering anything.

The office that issues it varies by state

In most states the Secretary of State both issues the certificate and places the apostille. The office is not the same everywhere, though. New Jersey issues its good-standing certificate through the Division of Revenue and Enterprise Services within the Department of the Treasury, not a Secretary of State. Several states route corporate records through a "Division of Corporations," and a small number use a different authenticating authority altogether. The certificate and its apostille come from the same state, but the exact desk depends on how that state organizes its business filings.

For customers this mostly matters in two ways. First, you have to request the certificate from the right office, or you may be told the state does not issue what you asked for. Second, in states where a division other than the Secretary of State handles corporate records, the apostille request can follow a slightly different path. These structures are stable, but state offices do reorganize and rename over time, so it is worth checking the current issuing office for your state before filing.

A state-by-state quick reference

Here is how several of the biggest incorporation and market states handle it. The rule from the sections above holds no matter the row: the certificate, and its apostille, come from the state that registered the company. Names and issuing offices are current as of 2026; confirm the latest with your state before you file.

State	Certificate name	Issued by	Notes
Delaware	Certificate of Good Standing	Division of Corporations	The incorporation capital; countless companies are formed here with no local office.
Nevada	Certificate of Good Standing	Secretary of State (Commercial Recordings)	A common LLC home; issued and apostilled by the Commercial Recordings division.
Wyoming	Certificate of Good Standing	Secretary of State	A popular LLC-formation state; corporate records come from the Secretary of State.
Texas	Certificate of Fact – Status	Secretary of State	Use the Secretary of State's certificate, not the Comptroller's separate franchise-tax version.
Florida	Certificate of Status	Division of Corporations (Sunbiz)	Florida issues a “Status” certificate, not a “Good Standing.”
California	Certificate of Status	Secretary of State	California’s equivalent is the Certificate of Status.
New York	Certificate of Status	Department of State, Division of Corporations	Also referred to as a Certificate of Existence or Good Standing.
New Jersey	Standing Certificate	Division of Revenue (Treasury)	Issued by the Treasury’s Division of Revenue, not a Secretary of State.

Delaware, Nevada, and Wyoming appear so often because so many companies incorporate there without operating there. A Nevada certificate of good standing, for example, is issued and apostilled by the Nevada Secretary of State's Commercial Recordings division, whether or not the company keeps a Nevada address — so a Nevada LLC run from another state still routes its apostille through Nevada. The same logic applies to a Delaware holding company or a Wyoming LLC: order the certificate from the state of formation, and have that state apostille it.

State differences that cause rejections

Beyond names and offices, a couple of state-level details cause most of the reprocessing. Many states now issue good-standing certificates electronically, with a digital signature or a validation code. Some apostille offices, and some of the foreign authorities receiving the document, will only accept a certificate obtained in a specific certified form rather than a self-printed PDF. Where that is the case, you may need to request a certified paper certificate, or a version the state itself will authenticate, instead of downloading one from the online portal.

Recency is the other common sticking point. Foreign banks, registries, and tender boards frequently want a certificate issued within a short window, often the last 30, 60, or 90 days, with the receiving authority setting the exact rule. A certificate that has been sitting in a drawer for a year is often rejected on age alone. Because it has to be current, correctly formatted, and from the right state, confirm all three with the receiving party before you order and apostille, rather than discovering the mismatch after the fact.

When one apostille isn't enough for your buyer or regulator

Where the certificate is going decides whether a single apostille finishes the job. If your buyer, bank, or regulator sits in a country that belongs to the Hague Apostille Convention — Spain, most of the European Union, and many others — one apostille from the issuing state makes the certificate valid there. If that counterpart is in a country outside the Convention, an apostille alone is not enough: the certificate has to go through embassy or consular legalization, a longer chain that ends at the destination country's consulate. Because membership does change from time to time, have the foreign bank or tender board confirm what their country currently requires before you commit to a filing date.

Translation is set by that same counterpart, not by the state that issues the apostille. If they work in another language, they will usually want a certified translation of the certificate, and sometimes of the apostille itself; commonly the certificate is apostilled first and the finished packet translated afterward. A good-standing certificate also rarely travels alone. It is often filed alongside articles of incorporation or a board resolution, and each document in that packet follows the same rules. The reliable habit for corporate filings is to pin down the full checklist with whoever is receiving the documents at the very start, so the whole packet clears in one pass instead of bouncing back for a missing translation or an out-of-date certificate.

Get your certificate of good standing apostilled for the right country

Tell us the state where your company is registered, the destination country, and your deadline. We're experienced with Secretary of State apostille processing nationwide, and we'll obtain or prepare the certificate in the correct form, submit it to the issuing state for authentication, and add a certified translation if you need one. It depends on the document, the issuing authority, and how fast you need it. You get a flat, all-in quote before any work begins — with no hidden fees, and no obligation.

Get a free quote Call 1-800-889-7850

Frequently asked questions

Does a certificate of good standing need to be notarized before it can be apostilled?+

No. A certificate of good standing is a public document issued and sealed by a state office, so that state can apostille it directly. Unlike a private business document such as a bank letter, it does not need a notary first — the state official's seal is already on it.

Which state apostilles my certificate of good standing?+

The state that issued it — the state where your company is incorporated or registered — not the state where it operates. A company formed in Delaware but run from California needs a Delaware certificate apostilled by Delaware.

My state calls it a Certificate of Status or Certificate of Fact — is that the same thing?+

Yes. States use different names — Certificate of Good Standing, Certificate of Existence, Certificate of Status, or Certificate of Fact — for the same category of document. The apostille authenticates the state seal regardless of the exact title, and foreign authorities almost always accept the equivalent your state issues.

How do I apostille a Nevada certificate of good standing?+

Order a current Certificate of Good Standing from the Nevada Secretary of State's Commercial Recordings division, then have Nevada apostille that certificate — the apostille comes from Nevada because that's the state that issued it. This holds even if the company operates elsewhere, which is common for Nevada LLCs. We can obtain the Nevada certificate and route it for the apostille for you.

My company is a Delaware LLC — do I apostille the certificate in Delaware?+

Yes. A Delaware entity's Certificate of Good Standing is issued by the Delaware Division of Corporations and apostilled by Delaware, no matter where the business actually operates. A Delaware company run from another state can't get that state to apostille its Delaware certificate — it has to go through Delaware.

Why does Texas issue a 'Certificate of Fact' instead of a 'Good Standing'?+

It's just Texas's name for the same document. The Texas Secretary of State issues a 'Certificate of Fact – Status,' which serves the same purpose as a Certificate of Good Standing elsewhere. Order that one from the Secretary of State — not the Comptroller's separate franchise-tax certificate — and it apostilles the same way.

Will a certificate I downloaded from the state's website be accepted?+

Not always. Many apostille offices and foreign authorities require an officially sealed copy issued by the state rather than a self-printed PDF. In states that offer only a downloadable version, you may need to request a certified paper certificate. We obtain the correct certified form so it isn't rejected on that basis.

Is an apostille enough for any country?+

Only for countries in the Hague Apostille Convention. For a destination that is not a member, you need embassy or consular legalization instead. Membership can change, so confirm the country's current status before filing, and check whether a certified translation is also required.

How much does a certificate of good standing apostille cost?+

It depends on the document, the issuing authority, and how fast you need it. You get a flat, all-in quote before any work begins — with no hidden fees, and no obligation.

Keep reading

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