Risk Management Blog

Timing is critical when filing business entity documents . In many cases, proof of filing is a necessary step towards accomplishing other important tasks such as entering into contracts or opening a business bank account. Whether filing original formation documents or other papers related to the maintenance of a business entity, a rejected document can cost a filer time they can’t really afford to lose. There are many reasons why a filing officer might reject a business entity filing; what follows is a list of a few of the most common.

Business Entity Name is Not Available
States do not allow multiple active entities of the same type to hold the same name. When filing formation documents for a new business entity , if a business’s chosen name conflicts with an existing entity in good standing in that state, then the state will reject the formation documents. To combat this issue, many states allow filers to perform a name reservation prior to submitting documents for filing.

Document is of Poor Quality
The filing office will refuse a document that is not legible. Please note that the definition of a legible document is evolving as technology advances. Most states now scan copies of filed documents for electronic storage and quick, easy reproduction later. Consequently, many filing offices will reject a document that, while legible in hard copy form, will not scan well into their electronic database.

Errors in the Signature Block
Business entity filings have explicit signatory requirements. Each filing type in every state has precise specifications that must be followed with regard to who has the authority to sign documents, what information must be provided for signatories and how that information is to be formatted on the document. A document that is presented for filing that either is missing a required signature or contains an error in the signature block will be rejected by the filing office.

Proper Fees Not Included
A document will be rejected if the proper fees do not accompany it. Keep in mind that some states have add-on fees above the actual filing fee. These additional charges may include a counter fee, prepayment of taxes, expedite or special handling charges, certification fees, etc.

First Corporate Solutions’ business filing experts can assist you in preparing and filing your business formation documents, amendments, mergers, dissolutions, annual filings and more. For more information, contact us today at 800.406.1577 or info@ficoso.com.

Expert Tips:

Each jurisdiction has unique and specific filing requirements. Be sure to read the instructions carefully for proper completion of the form.
–      First Corporate Solutions Account Manager

If your document is rejected, the state will provide a list of necessary corrections. Make sure to address each deficiency before resubmitting the document for filing.
–      First Corporate Solutions Corporate Filing Expert

Be careful using a state’s online corporate look-up feature to check for name availability. Some states abbreviate business names in their database and a name will appear available, when there really is a conflict.
–      A. Barnes, Paralegal  Chicago, IL