Certificate of Incorporation
Certificate of Incorporation
- What it is
- A document confirming that a company has been created and entered in the register
- What it contains
- The name, registration number, date of incorporation, jurisdiction
- What it does not confirm
- That the company is active and has no arrears — for that a Good Standing certificate is needed
- Who needs it
- Banks, counterparties, registrars — when opening an account and for transactions
- What to remember
- For use abroad an apostille and a translation are needed
In plain words
A certificate of incorporation is the document confirming that a company has been created and entered in the state register. It shows the name, registration number, date of incorporation and jurisdiction. It is the first corporate document a company has.
It is important to understand the limits of this document. It confirms that the company was created on a certain day, but says nothing about its current state: whether it is active now, whether it has reporting arrears, whether it is being wound up. To confirm current status, a separate document is needed — a certificate of good standing.
In practice the certificate is required by banks when opening an account, by counterparties when concluding major contracts and by registrars when setting up subsidiaries. For use abroad the document is legalised: an apostille or consular procedure and a sworn translation under the rules of the receiving country.
When the document is required
What it contains and what is needed alongside it
- Company name
- Registration number
- Date of incorporation and jurisdiction
- Articles and memorandum of association
- Register of directors and members
- Good Standing
- Does not show current status
- Does not confirm the absence of arrears
- Does not reflect changes of officers
- Apostille or legalisation
- Sworn translation
- How recent the extract is
How to use the document
- 01Obtain it from the registrar
- 02Confirm the recipient’s requirements
- 03Apostille or legalisation
- 04Sworn translation
- 05File it with the full set
What you need to know
- The document confirms the fact of incorporation, not current status
- Current standing is shown by a Good Standing certificate
- Banks usually ask for the full corporate set
- Use abroad requires an apostille and translation
- Some authorities require a recent extract from the register
Common mistakes
- Filing only the certificate instead of the full set
- Treating it as confirmation that the company is active
- Not checking requirements for how recent the document must be
- Forgetting the apostille when using it abroad
- Using a copy where a certified document is needed
What this means for a BRIDGES client
We assemble the corporate set in advance for the specific recipient: what exactly is needed, how recent and with what legalisation. For companies, this is most often what determines how quickly an account is opened.
Frequently asked questions
01 /What does a certificate of incorporation confirm?
That the company has been created and entered in the state register: its name, number, date and jurisdiction.
02 /Does it show that the company is active?
No. To confirm current status, a separate document is needed — a certificate of good standing.
03 /Is an apostille needed?
For use abroad — as a rule, yes, plus a sworn translation under the rules of the receiving country.
04 /What else do banks ask for?
Usually the full corporate set: articles, registers of directors and members, a certificate of good standing and information on beneficial owners.
05 /Does the document expire?
The certificate itself does not, but recipients often require recent extracts from the register, no older than a few months.
06 /Can a duplicate be obtained?
As a rule, yes — through the registrar or the company’s registered agent. The procedure depends on the jurisdiction.
See also
Read next
This material has undergone editorial review by BRIDGES.
Opening a company account?
We will assemble the corporate set to the bank’s requirements — with no returns or rework.