To establish unquestionably the certificate or original document is true and correct. Many international companies require authentication of a certificate or document.

Authorized Person

An individual authorized to sign the certificate of formation on behalf of the members/managers.

Authorized Shares

The maximum number of shares that the board of directors is authorized to issue.


A law or rule governing the internal affairs of an organization. Bylaws typically include rules concerning the election of directors, selection of auditors and amendment of existing bylaws.

Certificate of Good Standing or Certificate of Existence

A document issued by the state as evidence that an entity is in good standing, taxes are up-to-date and the entity is authorized to transact business in the state.

Certified Certificate

A document confirms that a particular certificate on record with the Secretary of State is true, accurate, and genuine.


Individual(s) elected by the shareholders that supervise, control and manage the daily business affairs of a corporation.


The person who files the certificate of incorporation.

Issued Shares

The number of authorized shares actually issued to the shareholders for ownership purposes.


Person(s) who have control or direction of a limited liability company.


Individual(s) that have interest in a limited liability company. Sometimes the Members/Managers are one in the same.

Name Reservation

Is when an individual(s) can reserve all rights to a name for a period of time without forming or filing a certificate with the Secretary of State. Non-Profit Corporation Perpetual existence - continued without intermission or interruption. Most certificates filed with the Secretary of State are perpetual with no ending date.


An Individual(s) who holds an office of authority or trust in an organization, such as a corporation.

Operating Agreement

An agreement that reflects the business understanding and intentions of the parties and comply with all relevant state and federal laws, rules and regulations.


State of being qualified enables a company to transact business in one state while being under the laws of another state.

A Registered Agent

Under the laws of all states, with the exception of New York, if you form a domestic or foreign entity within their jurisdiction, you are required to maintain a physical address and someone there to accept service of process, vital legal documents, franchise tax forms and annual report notices on behalf of your company. Many companies are not able to provide a real person or a physical address and appoint an agent service company such as DES to act as registered agent for them.

We require the name of a natural person who acts as the communications contact for the entity; as well as a physical mailing address and phone number.


A holder or owner of shares of stock in a company or corporation.

Stock certificate

A certificate evidencing ownership of one or more shares of stock in a corporation.


A corporation that is owned through ownership of a majority of its shares by another business entity.


A person or entity that holds the assets of a trustee for the benefit of the beneficiaries and manages the trust and its assets under the terms of the trust agreement.

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