Wildcrest Loans, a Morganton, North Carolina funding service, wrote this guide to the due-diligence side of state business records. It points to the North Carolina Secretary of State and Department of Revenue; what the law requires of any entity is a question for those offices and for counsel.
The North Carolina business registration search: steps to look up an entity
The North Carolina Secretary of State's Business Registration Division keeps the public records of corporations, limited liability companies and other registered entities.
- Open the Secretary of State's business registration pages and find the entity search.
- Search by the exact legal name, then by a key word if nothing matches.
- Open the record and note the legal name, entity type, status and registered agent.
- Review the filing history for recent changes, such as new officers or a name change.
- Keep a dated copy of the record page for the purchase file.
North Carolina business registration lookup and what lenders may ask
A funding partner checks that the business asking for money is a real, active entity with the name on the bank statements and tax returns. Mismatches slow a review: a trade name on the bank account, an old legal name on the tax return, or an entity that is no longer active.
Run the search on your own company before sending a request. If the status or name is not what you expect, sort it out first and explain it in the request.
Checking a seller, landlord or partner in Burke County, NC
When buying a Burke County, NC business, search the seller's entity to confirm it exists, that the person signing has authority, and that the business being sold is the one registered. When leasing, search the landlord's entity named in the lease.
A record that shows an inactive status or a recent change of officers is a reason to ask questions, not necessarily a reason to walk away. Business term loans in Morganton, NC lists the other records a purchase needs.
North Carolina business registration requirements: questions for counsel and the state
Whether a business must register with the Secretary of State depends on its form: sole proprietors, partnerships, LLCs and corporations are treated differently, and an assumed business name may have its own filing.
Ask an attorney or accountant which filings apply to your business, and confirm on the Secretary of State's pages.
The North Carolina Secretary of State's business registration records
The public record of an entity can show its legal name, entity type, date formed, status, registered agent and address, principal office and filing history such as annual reports and amendments.
A partner may pull the record itself. Knowing what it shows before the partner does lets you explain anything unusual in the first conversation.
Registered agents and principal office addresses on a North Carolina record
Every registered entity names a registered agent, the person or company that receives legal papers for it, and lists a principal office. When a business moves or the owner changes, those details can fall out of date.
For a funding request, the addresses on the state record, the bank statements, the tax return and the lease should match or have a simple explanation. A business that moved to Morganton, NC from another town should update its record before a partner notices the difference.
A due-diligence checklist for a Morganton, NC business purchase
- Search the seller's entity and save the record with the date.
- Confirm the person signing is listed as an officer, manager or member with authority.
- Compare the legal name on the record with the name on the seller's tax returns and bank account.
- Check the filing history for recent changes of officers or a name change.
- Search the landlord's entity named in the lease you will take over.
- Ask the seller about anything the record shows that the sale documents do not.
None of these checks replaces a lawyer's review of the purchase agreement. They give the buyer and the partner the same starting facts.
North Carolina annual reports and keeping an entity active
Registered entities may need to file periodic reports to stay in good standing. An entity that falls out of good standing can create problems at exactly the wrong time, such as during a loan closing or a sale.
Put the filing date on the company calendar, and check status before any major transaction.
Tax registration with the North Carolina Department of Revenue
Registration with the Secretary of State is separate from tax registration. The North Carolina Department of Revenue's business registration page covers registering for state taxes such as sales and use tax or withholding.
A funding partner reading tax returns and payroll records may ask whether the business is registered for the state taxes it collects or withholds.
By Wildcrest Loans · Updated