How To Understand Corporate Certificates

A corporate certificate is merely a document containing a certified statement attesting to the validity of some specific fact.  There are a wide variety of corporate certificates in existence, with each one attesting to some specific fact in order to achieve a specific task.  A few examples of corporate certificates follow:

Certificate of Incorporation

A Certificate of Incorporation is legal proof that a business entity is legally incorporated in a specific jurisdiction.

Certificate of Authority

A Certificate of Authority states that a particular person/entity has legal authority to make decisions on behalf of a specific company (i.e., a corporate office or agent).

Certificate of Good Standing

This corporate certificate is issued on behalf of a particular corporation by various jurisdictions as proof that said corporation has fulfilled its legal obligations to conduct business within that jurisdiction.

Certificate of Existence

A Certificate of Existence contains a combination of information from both the Certificate of Incorporation and Certificate of Good Standing.  Although this certificate varies in nature on a jurisdiction-by-jurisdiction basis, its purpose is generally to verify both that a corporation was legally incorporated and that it is currently legal to operate in a given jurisdiction.

Certificate of Amendment

This corporate certificate is used to amend a corporation's Articles of Incorporation, namely the set of rules by which a corporation operates.  In order to change these rules, the corporation must file a Certificate of Amendment with its incorporating jurisdiction for review and eventual approval.  This certificate is generally filed by a corporate officer.

Certificate of Correction

A Certificate of Correction is used to rectify any errors and omissions which may have slipped through when a company's Articles of Incorporation were originally submitted.

Stock Certificate

A Stock Certificate shows a specific owner's proportionate share of ownership in a corporation.  This corporate certificate was very popular years ago, but is now only used for private companies, as public company ownership is now registered in large computer databases at the stock exchange where that company is listed.

Certificate of Name Change

This certificate is used to officially change the name of a corporation.

Certificate of Withdrawal

This corporate certificate indicates that a corporation has stopped doing business within a particular jurisdiction.

Certificate of Termination

A Certificate of Termination shows that a corporation has ceased to exist.  This is necessary to protect stakeholders from certain types of legal action.


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