Certificate of Good Standing a Detailed Explanation

Ryan Patrick

May 16, 2024 • 5 min read

A certificate of good standing (COGS) is a document that proves your business is compliant with Companies House regulations, demonstrating its active and legitimate status. Your limited company usually won't need this certificate, but you must have it occasionally.

Stick around as we explore and explain everything you must know about a certificate of good standing. You will learn why you may require one and where to get it.

Certificate of Good Standing: What is it?

This is an official document you get from the Companies that proves your limited company:

It has maintained its existence without interruption since its formation
There are no ongoing actions to remove it from the official register.

The certificate verifies to third parties that your business is in good standing with Companies House. This means your company has been running without interruptions since its registration as a limited company.

More so, it's proof that your limited company meets its statutory filing requirements, adheres to Companies House rules and has paid all its necessary charges.

The Information included on the Certificate of Good Standing

The certificate of good standing is similar to the certificate of incorporation you received after incorporating your limited company. However, more information is included in the certificate of good standing.

This includes:

Company name and number
Date of incorporation
Names of all directors
Company secretary name (if applicable)
Registered office address
Information regarding any changes to the company's name (if applicable)
Verification your limited company has fulfilled all its statutory filing obligations
Company's objects (if required)
A Companies House statement showing your business has maintained a continuous and uninterrupted existence since its establishment.
Companies House statement showing no action taken to strike off or dissolve your company.

Remember, you can't request a certificate of good standing with shareholders' information.

The COGS include a lot, but it's just brief details with a statement from the Companies House.

Must I Obtain a Certificate of Good Standing?

Your limited company doesn't need to obtain a COGS. It's used in specific circumstances. So, if your business doesn't fall into those categories, you don't need COGS.

Requesting a Certificate of Good Standing has no consequences other than the fees associated with its production. Therefore, you can obtain one even if you are unsure whether you need it.

However, the certificate lasts for three months only from the issuance date, so it's advisable to save your money until the day you need this certificate for your company.

When do I Need a COGS?

There are reasons why your limited company might need a COGS. Here are two primary reasons:

If you plan to trade internationally or set up an office, the local company authorities often require a Certificate of Good Standing as part of the documentation process.
You may also need to provide COGS when opening a company bank account in the United Kingdom with directors residing overseas.
Providing a COGS is an added advantage for satisfying potential investors and clients. It will demonstrate to them that your company is reputable and well-organised.
Several third parties may require your COGS in certain instances. Here are some examples of where you may be requested to provide your COGS.
Leasing commercial premises
Applying for a company loan
Opening a new company bank account
When starting to work with new suppliers
Bidding on high-value contracts
Applying for credit

How do I get the Certificate of Good Standing

It's the Companies House that issues the COGS. You can request it, and they will send it to you via post, or you can get the Companies House electronic version online. However, the electronic version lacks a signature, making it unfit for the purpose you want it for.

If you're applying it manually, email [email protected] or call 0303 1234 500 for more inquiries.

Alternatively, you can contact Incorpuk, your company formation agent, to help you obtain the certificate from Companies House stress-free.

Before making the COGS request, ensure you fulfil the following eligibility requirements:

Your business must have one director who is an individual. This means one of your directors must be a person rather than another corporate entity.
Your company must also ensure that all its annual accounts and confirmation statement filings are current and up-to-date.
Your company must not be under any pending actions and must have maintained a continuous and uninterrupted existence since its formation.

As mentioned above, COGS expires after three months, so you must make a request for a certificate that will last beyond that time frame.

Companies House won't issue your company COGS if it doesn't fulfil the above requirements and:

If necessary, details regarding the company's constitution, ownership, or control have not been supplied
If your business hasn't filed its confirmation statements
If the business lacks the mandated number of officers, such as at least one individual director for a limited company or a minimum of two directors (one of whom must be an individual) and a secretary for a public business

Can I use COGS Abroad?

This is where it gets tricky. Although COGS is typically used for international trading, it requires legalisation before being accepted in foreign jurisdictions.

You need an apostille to legalise your certificate of good standing. This involves getting an official certificate stamped by the Foreign, Commonwealth & Development Office, rendering the document legally recognised in any countries that are parties to the Apostille Convention.

How to Maintain Your Company in Good Standing

For your business to maintain its good standing status, you must keep it registered and meet its regulatory obligations. Here are examples of things your company must do to remain in good standing: File confirmation statements and tax returns on time:

Pay the tax bill on time
Maintain accurate financial records
Ensure your company information is updated with the Companies House and notify them after making changes.
Ensure your business has the correct number of officials, such as directors.

Frequently Asked Questions

What’s the meaning of a good standing certificate?

A certificate of good standing is an official document indicating that your company complies with essential requirements, such as state registration, business authorisation, and timely payment of fees and filings.

Does Certificate of Good Standing have another name?

You can also refer to COGS as the certificate of existence.

What's a certificate of incumbency UK?

A certificate of incumbency verifies information about a company and can be issued for UK and foreign companies. The content of the certificate isn't standardised, meaning it may vary.

Are you ready to make your business official?

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Winding Up

UK companies are not legally obligated to get a Certificate of Good Standing for domestic trading. The certificate is essential when companies seek to trade internationally. Additionally, you will need this document when opening a business bank account or applying for a business loan. The Certificate of Good Standing proves that your company is registered and compliant with its legal and regulatory responsibilities, including maintaining the appropriate number of directors, accurate financial records, and timely tax filings. If you have any questions about the certificate of good standing, kindly contact one of our experts here for help.