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How Do I Get a Letter of Good Standing for My LLC?

A letter of good standing for an LLC, formally a Certificate of Good Standing or Certificate of Existence, confirms your LLC is validly formed and authorized to do business in its formation state, one of the ongoing compliance tasks in crypto LLC formation. To get one, request it from the Secretary of State's office where the LLC is registered and pay the applicable fee.

What Is a Certificate of Good Standing?

A Certificate of Good Standing (also called a Certificate of Existence in some states) is an official document issued by a state government confirming that a legal entity:

  • was properly formed under state law,
  • has filed all required annual reports or biennial reports, and
  • has no outstanding fees or administrative actions that would place it in inactive or dissolved status.

Banks, lenders, custodians, and out-of-state regulators commonly require this certificate before opening accounts or approving transactions on behalf of an LLC. For a Wyoming digital asset LLC, institutional crypto custodians may request it as part of the account-opening process.

How Do I Get a Letter of Good Standing? Step-by-Step

The process varies slightly by state but follows the same general path.

  1. Identify the correct filing office. In most states this is the Secretary of State's Business Division. Wyoming uses the Wyoming Secretary of State Business Center (sos.wyo.gov). Delaware uses the Delaware Division of Corporations (corp.delaware.gov).

  2. Locate your LLC's entity number. You can search by entity name on the Secretary of State's website. Have the exact registered name and formation date ready.

  3. Confirm the LLC is currently in good standing. Run a free status search on the SoS website before paying for a certificate. If the entity shows as delinquent or inactive, you must cure the deficiency (file overdue reports, pay outstanding fees) before a certificate can issue.

  4. Submit your request. Most Secretary of State offices allow online requests through a business portal, and paper mail-in requests are generally accepted as well. Processing times vary by state and by request method; confirm current timelines directly with the relevant Secretary of State before you rely on a delivery date.

  5. Pay the fee. Fees vary by state and by processing speed, and they change over time. As an illustrative example, Wyoming's plain certificate fee has historically been a modest flat amount (on the order of $10), with expedited options costing more; verify the current fee with the Wyoming Secretary of State at sos.wyo.gov before ordering.

  6. Choose the delivery format. Most states offer a PDF-certified electronic copy, a paper copy by mail, or both. Many institutional counterparties now accept a certified electronic copy; confirm which format your bank or custodian requires before ordering.

  7. Receive and verify the document. A valid certificate will carry a state seal or authentication code and a specific issue date. Certificates are point-in-time documents: they certify status only on the date issued. Most certificates do not carry a statutory expiration date, but as a matter of market convention many banks, lenders, and custodians will only accept a certificate issued within a recent window (commonly the last 30 to 90 days). Order the certificate close to the date you need it.

Who Issues the Certificate?

The Secretary of State's office in the state of formation issues the certificate, not the state where you may be operating or registered as a foreign entity. If your LLC was formed in Wyoming but you are doing business in California, a Wyoming Certificate of Good Standing must come from the Wyoming Secretary of State.

What Can Cause an LLC to Lose Good Standing?

Common reasons an LLC may not be in good standing:

  • Failure to file an annual report. Wyoming LLCs file an annual report with the Secretary of State; the report fee is calculated under a statutory formula with a minimum amount that has historically been modest (on the order of $60 for most small LLCs). Fees change, verify the current amount and calculation at sos.wyo.gov.
  • Unpaid franchise taxes or state fees.
  • Failure to maintain a registered agent.
  • Administrative dissolution for inactivity.

An LLC that holds crypto assets through a Wyoming LLC crypto account should maintain standing continuously, custodians and counterparties can request updated certificates at any time.

Related Questions

Does a Wyoming LLC need to maintain a registered agent to stay in good standing?

Yes. Wyoming requires every LLC to maintain a registered agent with a physical address in the state. Loss of a registered agent without replacement can result in administrative dissolution and loss of good standing. The registered agent accepts legal service of process and official correspondence on behalf of the LLC.

How long does a Certificate of Good Standing remain valid?

There is generally no statutory expiration date printed on the certificate; the validity window is a matter of counterparty convention rather than state law. In practice most counterparties treat a certificate as current for 30 to 90 days from the issue date, and some institutional lenders or custodians require one dated within 30 days of the transaction. Check your counterparty's specific requirement before ordering.

Can I get a Certificate of Good Standing for a foreign-registered LLC?

A Certificate of Good Standing for purposes of foreign qualification is still issued by the state of formation, not the state where the LLC has qualified to do business. However, if your LLC is registered as a foreign entity in a second state, that second state may separately confirm its "authority to transact business" status in the form of a certificate of authority, a distinct document.

What is the difference between a Certificate of Good Standing and a Certificate of Existence?

The terms are functionally equivalent but vary by state. Wyoming uses "Certificate of Good Standing." Delaware commonly issues a "Certificate of Good Standing" as well, while some other states use "Certificate of Existence" or "Certificate of Status." The document confirms current entity status regardless of its label.

Do I need a Certificate of Good Standing to open a crypto custody account under my LLC?

Many institutional custodians require it as part of entity verification, along with formation documents, an operating agreement, and EIN confirmation. If you are asking whether a Wyoming LLC can open an institutional custody account, review the custodian's specific KYB (know-your-business) checklist, which typically includes a current Certificate of Good Standing. See also the Crypto Account Opening Checklist for Trusts and LLCs for the full document set.

Wyoming-Specific Notes

Wyoming is a common formation state for crypto LLCs because of its Wyoming digital asset LLC statute and strong asset-protection rules. For Wyoming LLCs:

  • Wyoming generally ties the annual report deadline to the LLC's formation anniversary, commonly the first day of the anniversary month of formation. Because the exact due date can depend on your filing details, confirm your specific deadline through the Secretary of State's entity record or with your registered agent.
  • The Wyoming Secretary of State provides an online entity search and certificate ordering portal at sos.wyo.gov/business/.
  • Expedited processing may be available for an additional fee.

If you are considering whether a Wyoming LLC is appropriate for holding crypto assets, see Should I Put My Crypto in a Wyoming LLC? and Wyoming LLC vs Delaware LLC for Crypto.

Sources

  • Wyoming Secretary of State, Business Division, entity search and certificate ordering: sos.wyo.gov/business/ (accessed 2026-06-02)
  • Wyoming Statutes § 17-29-209 (Annual Report requirements for LLCs), wyoleg.gov (accessed 2026-06-02)
  • Delaware Division of Corporations, Certificate of Good Standing information: corp.delaware.gov (accessed 2026-06-02)

Compliance Note

This page is for educational purposes only and does not constitute legal, tax, or investment advice. State filing requirements, fees, and processing times change; verify current information directly with the relevant Secretary of State's office before acting. Consult a qualified attorney or registered agent for guidance specific to your entity and jurisdiction.

Disclosures

DAG Holdings Co is a holding company that does not provide investment advisory, brokerage, administrative, or insurance services to clients. DAG is not a law firm, does not provide legal or tax advice, and does not provide tax preparation services. Tax matters are handled through referrals to qualified independent tax professionals.

DAG Private Client services involve estate matters that require qualified independent counsel in the applicable jurisdiction. LLC formation, trust drafting, and estate planning services are provided in coordination with or by qualified independent legal counsel licensed in the applicable jurisdiction.

Asset protection structures, including Wyoming LLCs and trusts, do not guarantee protection against all claims, creditors, or losses. Outcomes depend on specific facts, jurisdiction, and applicable law.

Insurance products and services are offered through Xure Insurance or its affiliates.

Investment advisory services are offered exclusively through DAG Wealth, an SEC-Registered Investment Adviser (CRD No. 328627). Registration with the SEC does not imply a particular level of skill or training. Form ADV and Form CRS are available upon request or at www.adviserinfo.sec.gov.

Custody arrangements with third-party independent qualified custodians reduce certain risks but do not eliminate them.

Investing in digital assets involves risk, including the possible loss of principal. Digital assets are highly volatile and may not be suitable for all investors. Past performance is not indicative of future results.

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The information on this site is for general educational purposes and is not legal or tax advice.