A North Dakota Certificate of Good Standing costs $20 and is issued by the Secretary of State through the FirstStop online portal, usually delivered as a sealed PDF by email within minutes of payment. The document confirms your corporation or LLC is active and current on its filings, which is what lenders, investors, and other states’ filing offices typically want to see before they’ll do business with you.
How to Order One Through FirstStop
The Secretary of State’s FirstStop portal at firststop.sos.nd.gov handles the request from start to finish. Search for your entity by its exact legal name or by the system identification number assigned when it was originally filed, select the Certificate of Good Standing option, and pay the $20 fee by credit card or through a pre-funded account.1North Dakota Secretary of State. FirstStop2North Dakota Secretary of State. Maintain Registration
The system checks your entity against the state database, and if everything is in order you’ll get a download link by email. The digital PDF carries the state seal and has the same legal weight as a paper copy. Anyone who receives it can verify its authenticity through the FirstStop verification tool.
If you’d rather have a physical document, you can send a written request by mail to the Secretary of State’s office in Bismarck. Expect a longer turnaround for mail transit and manual processing.
When Someone Will Ask for One
The most common trigger is expanding into another state. When you register a North Dakota corporation or LLC as a foreign entity elsewhere, the receiving state almost always requires a Certificate of Good Standing from your home state. Banks and investors frequently require one before approving financing or closing a deal, and government agencies may ask for it before issuing certain licenses or permits.2North Dakota Secretary of State. Maintain Registration Mergers and acquisitions are another: the acquiring company’s legal team will want proof the entity is in good standing before finalizing the transaction.
There’s no statutory expiration on the certificate itself, but the party requesting it sets the freshness rule. A bank might want one no older than 30 days; another state’s filing office may accept 90. Ask before you order.
Certificate of Good Standing Is Not a Certificate of Fact
North Dakota’s Secretary of State issues these as two separate documents. A Certificate of Good Standing confirms your entity is active and compliant with filings. A Certificate of Fact provides broader factual information about the entity’s record. Only the Certificate of Good Standing is available for self-service online; for a Certificate of Fact, contact the Secretary of State’s office directly.2North Dakota Secretary of State. Maintain Registration
What Keeps You Eligible
Two things keep an entity eligible for a Certificate of Good Standing: on-time annual reports and a registered agent in the state. If either is missing, the Secretary of State won’t issue the certificate.
Annual Report Deadlines by Entity Type
Every corporation and LLC registered in North Dakota files an annual report updating the state on officers or managers, registered agent, registered office, and principal office.3Justia Law. North Dakota Century Code Title 10 Chapter 10-19.1 – Section 10-19.1-146 Deadlines and fees depend on the entity:
- Domestic business corporations: August 1, $25.4North Dakota Secretary of State. Corporation
- Foreign business corporations: May 15, $25.4North Dakota Secretary of State. Corporation
- Farm or ranch corporations: April 15, $25.4North Dakota Secretary of State. Corporation
- LLCs and PLLCs, domestic and foreign: November 15, $50.5North Dakota Secretary of State. Limited Liability Company (LLC)
Your first report is due in the year following the calendar year your entity was formed or authorized. All reports are filed through FirstStop.
Registered Agent
Every entity must continuously maintain a registered agent with a physical North Dakota address to accept legal notices and official correspondence.6North Dakota Secretary of State. Registered Agents The agent can be an individual who lives in the state or a business authorized to operate there.7North Dakota Legislative Branch. North Dakota Century Code 10-01.1 – North Dakota Registered Agents Act Let the agent lapse and good standing goes with it.
If You’ve Already Fallen Behind
The clock runs faster for LLCs than for corporations, and the difference catches people out.
A corporation that misses its annual report gets a three-month grace period, after which the Secretary of State marks the entity “not in good standing” and sends a dissolution warning to the registered agent. Filing the overdue report with late fees during this window restores good standing. If a full year passes from the original deadline with no filing, a domestic corporation is involuntarily dissolved by operation of law and a foreign corporation loses its authority to do business in the state.3Justia Law. North Dakota Century Code Title 10 Chapter 10-19.1 – Section 10-19.1-146
LLCs have six months. A limited liability company that doesn’t file within six months of the November 15 deadline is involuntarily terminated, and a foreign LLC’s certificate of authority is revoked on the same timeline.8North Dakota Legislative Branch. North Dakota Century Code 10-32.1 – Section 10-32.1-90 Owners who assume they have a full year, the way corporations do, can be dissolved before they realize it.
Reinstatement for either entity type works the same way: file the past-due annual report, pay all overdue filing fees and late penalties, and pay a reinstatement fee through FirstStop. You have one year from the date of dissolution or termination to use this administrative path.3Justia Law. North Dakota Century Code Title 10 Chapter 10-19.1 – Section 10-19.1-1462North Dakota Secretary of State. Maintain Registration Miss that window and restoring the entity requires a court order from Burleigh County District Court, which is significantly more expensive and slower.
Reinstatement also doesn’t erase the gap. Rights and liabilities during the period your entity was inactive may be affected, so if contracts were signed or obligations arose while the business was dissolved, talk to an attorney.