Secretary’s Certificate Online Notary Guide

A Secretary’s Certificate is a statement by a corporate secretary or another authorized record custodian concerning company records. Depending on the transaction, the signer may certify that attached resolutions were adopted and remain in effect, identify current officers or authorized signers, confirm specimen signatures, authenticate extracts from minutes, or state that particular records are maintained by the company.

The certificate can be a separate document or part of a larger closing, banking, lending, licensing, or corporate package. Its purpose is different from the underlying resolution. The resolution records the action; the certificate states facts about the company record, adoption, status, or officers.

SafeNotarize can notarize an eligible signature on a completed Secretary’s Certificate. We do not create the certificate, inspect the corporate minute book, verify the attached records, or determine whether the signer is the valid secretary or custodian.

The signer is often the corporate secretary or assistant secretary. Depending on the entity and document, a manager, general counsel, records custodian, officer, or another authorized representative may sign. The signer should use the title shown in the prepared certificate and should understand the statements being certified.

The signer appears before the notary as an individual and presents personal identification. The signature block may state that the person signs as secretary or in another representative capacity for the corporation. The notarial certificate can record that capacity, but it does not establish the signer’s office or authority.

If the same person is both the secretary and the officer whose authority is being certified, the recipient may require a second officer, an assistant secretary, or another format. SafeNotarize does not decide whether self-certification is permitted. Confirm the recipient’s policy before booking.

The certificate may request an acknowledgment or a jurat. An acknowledgment confirms that the signer acknowledged executing the document, while a jurat generally involves an oath or affirmation that the statement is true. The document or recipient should indicate the required notarial act.

The signer must complete identity verification and present acceptable government-issued photo identification. The individual name should match the signature and certificate. Review the online notary identification guide for name differences, international passports, and expiration concerns.

Witnesses are not automatically required for every Secretary’s Certificate. The document, applicable law, and recipient determine whether witnesses participate. A witness does not authenticate corporate records. Review the witness service guide if additional participants are requested.

SafeNotarize can conduct an online notarization for an eligible completed Secretary’s Certificate. The signer uploads the final certificate and attachments, completes identity verification, meets the commissioned online notary by live audio-video communication, and signs or acknowledges the document during the session as required.

SafeNotarize notarizes signatures. We do not prepare the certificate, certify business records, determine whether a resolution remains effective, confirm officer status, or advise on corporate governance. Requirements vary by state, entity, transaction, governing documents, and receiving organization.

Compare the Corporate Resolution, LLC Member Resolution, and Authorized Signer Affidavit guides before choosing a document. For narrow delegated permission, review the Business Authorization Letter. Use the document the recipient requests rather than substituting a similar business record.