Massachusetts issues a Certificate of Good Standing through the Corporations Division, part of the office of the Secretary of the Commonwealth. A few of its forms use another name, Certificate of Legal Existence, for the same request. Most companies, LLCs and profit corporations included, pay $25.
This page focuses on getting that certificate. For search, fees and contacts, use the Massachusetts office guide.
Ordering from the Corporations Division
The Division has an online certificate order form, linked in the table below. Pick the entity, choose the certificate and pay.
| What the state calls it | Certificate of Good Standing (also a Certificate of Legal Existence on some forms) (corp.sec.state.ma.us, checked ) |
|---|---|
| Fee | $25 (sec.state.ma.us, checked ) |
| Where to order | corp.sec.state.ma.us/CorpWeb/Certificates/CertificateOrderForm.aspx (corp.sec.state.ma.us, checked ) |
Timing is generous. An order sent in by 7 p.m. may come back on the following business day. Online and fax orders pay a modest extra charge tied to the order subtotal. Visit One Ashburton Place and staff will hand over as many as five on the spot.
Before you order, run the corporation search and confirm the record reads Active. A certificate only helps if it shows the company as you expect.
Massachusetts status words
Active tells you the company legally exists and that neither the owners nor the state have ended it. Involuntarily Dissolved is the status that blocks a certificate. Merged and Withdrawn mean the entity ended through a merger or, for a foreign company, a withdrawal.
Every status word Massachusetts uses is explained in our Massachusetts office guide.
Why the annual report matters
Each Massachusetts LLC owes a report every year by the anniversary of its organization. It costs $500 on paper, with $20 more for the online or fax route. Skip two years and the Division may begin dissolving the LLC, though it still gets 90 days from the notice to put things right.
Corporations run on their own fiscal year. The report falls due two and a half months after that year closes. Paper filing costs $125, rising to $150 when late. Online it is $100 with a $10 charge, or $125 with the same charge when late. A corporation that goes two years or longer without filing reports or returns, or without paying tax, risks involuntary dissolution.
Fixing a missed report
File every missing annual report, then check the record. If the Division has already dissolved an LLC, a reinstatement is needed first, and the Division has a reinstatement form for that. The reinstatement fee was not in our sources, so read the form before you pay. Once the record shows Active, order your certificate.
Who asks for Massachusetts proof
A bank opening an account, a lender, a buyer of the business or another state where the company plans to register may ask for it. Ask how recent it must be before you order. Our certificate of good standing guide shows how other states handle the same document.
Sources
- corp.sec.state.ma.us/CorpWeb/Certificates/CertificateOrderForm.aspx: good standing certificate, certificate ordering. Checked .
- www.sec.state.ma.us/divisions/corporations/general-information/corporations-filing-fees.htm: certificate fee. Checked .