Before expanding your business operations to another state, entering into a contractual agreement, or securing funding for your business, you will need a Maine Certificate of Existence (COE).
But what is a Certificate of Existence, and why do you need one? Here’s a guide to the basics of obtaining a Maine Certificate of Existence and when you could be required to do so.
A Maine COE, also referred to as a Certificate of Good Standing in most states, is a legal document that certifies that a business entity is in existence, is in compliance with state law, and is authorized to conduct business within the state. The Bureau of Corporations, Elections and Commissions issues Certificates of Good Standing in Maine. If your business fails to comply with legal requirements, you will be unable to obtain a COE.
ZenBusiness offers a Worry Free Compliance service to help you keep track of important deadlines and assist you with maintaining your good standing. In the event you do fall out of good standing, ZenBusiness will provide a detailed plan of action to get you back in good standing.
Businesses must maintain “good standing” to continue transacting business within a state. Good standing means that a business is in compliance with state legal requirements for that entity. A Certificate of Existence certifies that an entity:
The document reads:
“”I, the Secretary of State of Maine, certify that according to the provisions of the Constitution and Laws of the State of Maine, the Department of the Secretary of State is the legal custodian of the Great Seal of the State of Maine which is hereunto affixed and of the reports of organization, amendment and dissolution of corporations and annual reports filed by the same.
I further certify that COMPANY NAME is a duly organized business corporation under the laws of the State of Maine and that the date of incorporation is FORMATION DATE.
I further certify that said business corporation has filed annual reports due to this Department, and that no action is now pending by or on behalf of the State of Maine to forfeit the charter and that according to the records in the Department of the Secretary of State, said corporation is a legally existing business corporation in good standing under the laws of the State of Maine at the present time.”
A COE also contains the seal and signature of the Maine Secretary of State.
A Maine Certificate of Existence is required for a multitude of scenarios, including:
This is a non-exhaustive list of reasons for a Certificate of Existence request, but these are the most common reasons you might need one.
Only entities registered with the Maine Secretary of State can obtain a Certificate of Existence. Maine requires corporations and limited liability companies (LLCs) to register with the Office of the Secretary of State to be a validly formed business. Thus, corporations and LLCs obtain Certificates of Good Standing to confirm the validity of their business for any purpose that is necessary.
Limited partnerships and limited liability partnerships also require registration to operate within Maine and are able to request Certificates of Good Standing as well.
Entities that don’t require registration with the Secretary of State, such as general partnerships and sole proprietorships, can’t request a COE.
Before requesting a Certificate of Existence, check that your business is legally compliant. Verify whether your taxes have been paid and you have filed an annual report. With ZenBusiness’s Worry Free Compliance service, we will help you keep track of deadlines and file your annual report for you.
After you know your business is in good standing, go to Maine’s Secretary of State website and locate your business through the Interactive Corporate Services portal. Complete the form provided and submit payment. Depending on the method you choose, your Certificate of Existence will be available online for download or sent to you by mail.
Verify that the COE qualifies for the purpose you intend to use it for. Validity of a COE depends on the state where it’s being submitted. The party requesting the COE can most likely provide information about the validity of the form. Entities requesting a COE from your business might require you to submit a Certificate of Existence that has been issued within a certain number of days. Finally, send the COE to the requesting party.
As you can see, maintaining your good standing status is crucial to effectively operating your business. As a business owner, you’re responsible not only for operating your business but ensuring you stay in good standing with the state. With our Worry Free Compliance service, we can help manage the latter. ZenBusiness provides alerts as important deadlines approach, assists with your annual filings, and includes up to two yearly amendments if filing changes with the state are necessary. Whether you’re creating a new business or looking for assistance with an established business, we have the tools to make your life easier and help you succeed.
Don’t have your business off the ground yet? That’s no problem. ZenBusiness offers several business formation options to help get your entity up and running.
The first year of running a business can be a tumultuous time full of unexpected surprises. ZenBusiness can relieve some of the burden with our many services. Our Certificate of Good Standing service will even help you secure your COE and spare you the red tape described above. Contact ZenBusiness today to learn how we can help start, run and grow your business.
As of this writing, the Maine Certificate of Existence costs $30.00 for both LLCs and corporations. However, fees are always subject to change. Visit the Maine Secretary of State website for most current fees.
The Maine Secretary of State website indicates that the processing time for corporate filings is 5 to 10 business days. Filings can be expedited for an additional fee.
For an added fee, a Certificate of Existence in Maine can be expedited for immediate delivery or delivery within 24 hours.
No, a Certificate of Existence isn’t required to maintain legal compliance. However, if you want to expand your business by registering in another state, seek to apply for a loan, or plan to open a bank account for your business, a COE is typically required
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
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