The company itself · A term for founders abroad
What is a certificate of incumbency?
A document signed by a company's manager or officers listing who holds which role and who may sign; some banks abroad ask for one.
Checked against the IRS's instructions and the states' own rules. Reviewed by Saais Patel, compliance reviewer.
Term 20 of 105 in the glossary, filed under C.Every term, A to Z
Certificate of incumbency, for a founder abroad.
It isn't a state document. The company issues it itself, usually signed by a manager or the company secretary, and sometimes notarised or apostilled for use abroad. It lists the members or directors and officers and confirms their authority.
A bank in your own country opening an account for the US company may ask for one, because US state records don't show who owns or runs it. The facts come from the operating agreement or the corporation's records.
Read next · guide · 3 minThe documents you get after formation, and what each one is forWhat founders ask next.
- Where do I get a certificate of incumbency for a US LLC?
- The company prepares and signs it; no US state issues one. A bank abroad may want it notarised and apostilled.
03 · See also
- Keeping the company in good standingApostilleA certificate added to an official document so it's accepted in other Hague Convention countries; often asked for on US company documents.Read the term
- The company itselfOperating AgreementThe private contract among an LLC's members that sets ownership, management and what happens when someone leaves; it isn't filed with the state.Read the term
- The company itselfLLCA US company whose owners aren't personally liable for its debts, and whose profit is taxed once, to the owners, unless it elects otherwise.Read the term
- The company itselfC-CorporationA US corporation taxed on its own profit, which issues stock and is what US investors' paperwork assumes; usually formed in Delaware.Read the term
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