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Business Disclosure Certification

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BUSINESS DISCLOSURE CERTIFICATION

THIS BUSINESS DISCLOSURE CERTIFICATION (the Certification) is made effective as of , by and between the Certifying Party and the Recipient as set forth below.

Parties

WHEREAS

WHEREAS, Certifying Party is engaged in business under the name and provides services and/or goods to the Recipient; and

WHEREAS, the Recipient requires factual disclosures regarding the Certifying Party's legal, financial and ownership circumstances in order to evaluate conflicts, compliance, and eligibility for contracting; and

WHEREAS, the Certifying Party wishes to certify the accuracy of the disclosures set forth herein under the penalties specified in this Certification.

Certification of Disclosures

The Certifying Party affirms and certifies that, to the best of its knowledge after reasonable inquiry, the following statements are true and complete as of the Effective Date:

Scope of Work

The Certifying Party's obligations, representations and disclosures in this Certification relate to the following engagement or project:

Payment Terms

Compensation and payment obligations arising from any engagement described above shall be governed by the terms agreed between the parties. For administrative purposes the parties state the following expected terms:

Term and Termination

This Certification shall commence on and shall remain in effect until , unless earlier terminated as provided below.

Either party may terminate this Certification for convenience upon providing written notice of days to the other party. Termination shall not relieve either party of obligations accrued prior to the effective date of termination.

Confidentiality

The parties acknowledge that certain information disclosed in connection with the engagement may constitute Confidential Information. "Confidential Information" means nonpublic information that is designated as confidential or that reasonably should be understood to be confidential. The receiving party shall: (a) maintain the confidentiality of Confidential Information with at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) use Confidential Information only for performance under the engagement; and (c) not disclose Confidential Information to any third party except as permitted by written agreement or required by law. This obligation shall survive termination of this Certification for a period of three (3) years.

Governing Law

This Certification shall be governed by and construed in accordance with the laws of the State of without regard to conflicts of law principles. Exclusive jurisdiction and venue for disputes shall lie in the state or federal courts located in that State.

Representations and Warranties

The Certifying Party represents and warrants that it has the full power and authority to execute this Certification, that the information supplied herein is true, accurate and complete as of the Effective Date, and that no material information that would reasonably be expected to affect the Recipient's evaluation of the Certifying Party has been omitted.

Remedies; Indemnity

The Certifying Party agrees to indemnify and hold harmless the Recipient from any losses, liabilities or damages arising from the Certifying Party's material misrepresentation or omission in this Certification. Remedies provided in this Certification are cumulative and in addition to any other rights or remedies available at law or equity.

Entire Agreement

This Certification constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, and understandings, whether written or oral. Any modification must be in writing and signed by authorized representatives of both parties.

Acknowledgement and Certification

By signing below, the Certifying Party certifies under penalty of perjury that the information provided in this Certification is true, correct and complete to the best of the signer's knowledge and belief, and that the signer is authorized to make this certification on behalf of the Certifying Party.

Certifying Party:

By:

Title:

Date:

Recipient:

By:

Title:

Date:

Enter text✕

What the Business Disclosure Certification Is and When It Matters

A Business Disclosure Certification is a formal written statement by a company or authorized representative that discloses ownership, beneficial interests, conflicts of interest, material relationships, and other required facts for a transaction, procurement, or regulatory filing. It typically accompanies bids, contract awards, licensing applications, or compliance submissions to confirm accuracy and transparency. The form establishes representations used by counterparties and regulators and may require signature, date, and supporting documents. Electronic execution is generally accepted under ESIGN (15 U.S.C. ch. 96) and state UETA laws where applicable.

Why completing a Business Disclosure Certification matters

Completing the certification reduces legal and procurement risks by formally documenting ownership and conflicts and demonstrating compliance with contracting or regulatory requirements.

Why completing a Business Disclosure Certification matters

Who typically completes and reviews this certification

Responsible parties vary by organization and transaction; internal and external stakeholders rely on the certification.

  • Company officers and authorized signers responsible for corporate certifications and legal attestations.
  • Procurement officers and contract administrators who require disclosures for vendor evaluation and award.
  • Legal counsel or compliance teams who verify accuracy and attach supporting documentation as needed.

Clear role assignment speeds approval and ensures the document is signed by an authorized representative with proper authority.

Core sections found in a professional Business Disclosure Certification

A complete certification contains standardized sections so reviewers can verify identity, interests, and legal statements quickly.

Parties

Identifies the certifying entity, its legal form, state of formation, and authorized representative information so recipients can confirm the exact legal party making representations.

Ownership

Discloses owners, shareholders, or beneficial interest holders, often listing percentages or thresholds that trigger additional reporting or small business certifications.

Material Interests

Lists relevant contracts, relationships, or financial interests that could create conflicts with the transaction or require recusal under procurement rules.

Compliance Statements

Certifies compliance with specific statutes or contract terms, such as debarment, anti-kickback rules, or grant program eligibility requirements.

Certification Language

Contains the declarative sentence(s) signed under penalty of perjury or contractual consequence confirming accuracy and completeness of the disclosure.

Signature Block

Provides signer name, title, business address, signature, date, and any notary or witness space required by the recipient or applicable law.

Step-by-step: completing the Business Disclosure Certification

Follow these four steps to prepare, verify, sign, and distribute the certification efficiently.

  • 01
    Prepare draft: Gather entity records, ownership lists, and supporting documents.
  • 02
    Verify details: Have legal or compliance review for accuracy and required disclosures.
  • 03
    Execute document: Signer signs and dates; include notarization or witnesses if required.
  • 04
    Distribute copies: Send executed certification and attachments to requestor and retain records.

Typical workflow for electronic completion and delivery

This workflow outlines common steps used when completing the certification electronically and maintaining an audit trail.

  • Upload document: Place the PDF or DOCX into the signing platform.
  • Assign fields: Add signature, date, and required data fields for each signer.
  • Authenticate signer: Use email, SMS code, or stronger ID verification as needed.
  • Capture audit trail: Record timestamps, IP addresses, and completion certificate.

Recommended electronic form settings for repeatable workflows

Standardize platform settings to reduce signer friction and create consistent records for audits.

Field Configuration
Signature Field Required; use signer-tagging to bind signature to name
Date Field Auto-fill upon signing in MM/DD/YYYY format
Attachment Field Optional for supporting documents; mark required when necessary
Authentication Email + SMS code for moderate assurance

Technical considerations for eSigning and eSubmission

Ensure the chosen solution supports required security, records retention, and integrations with your document management or ERP systems.

  • Authentication options: Email, SMS, KBA, or advanced auth
  • Audit trail: Immutable timestamp and event log
  • File formats: PDF, DOCX, or HTML supported

Time-sensitive points to track when issuing or responding

Monitor these common timing milestones to avoid missed requests and contractual defaults related to disclosure submissions.

Response on request:

Provide certification within the timeframe specified by the requester.

Contract award timelines:

Certifications are often due at proposal submission or prior to award.

Renewal and update:

Update certification when material changes occur during contract performance.

Retention start:

Record retention begins on signature or effective date.

Amendments:

Submit corrected certifications promptly when inaccuracies are discovered.

Key milestones from draft to filing

A typical project timeline shows clear handoffs from drafting through final retention and audit.

01

Drafting completed

Internal preparer compiles disclosures and supporting documents.

02

Legal review

Counsel confirms required language and legal sufficiency.

03

Execution

Authorized signer executes; notarization/witnessing occurs if required.

04

Filing and retention

Delivered to requester and stored according to retention policy.

Common mistakes to avoid when preparing the certification

  • Submitting incomplete ownership details that trigger follow-up requests and delay contract awards.
  • Using inconsistent entity names or abbreviations that prevent verification against state records.
  • Failing to update disclosures after a material change in ownership or conflict of interest.
  • Neglecting required signatures, notarization, or witness blocks specified by the requester.

Potential consequences of incorrect or late certifications

Contract voidance: Misrepresentations can lead to contract rescission or termination.
Financial penalties: Fines or withheld payments by awarding agencies or counterparties.
Debarment risk: Procurement violations may cause suspension or debarment from future contracts.
Tax implications: Incorrect owner information can trigger backup withholding or reporting issues.
Civil liability: False statements may expose the entity or officers to lawsuits.
Regulatory action: Agencies may impose sanctions or require corrective filings.

Security and compliance items to note on the certification record

Encryption in transit: TLS 1.2/1.3
Encryption at rest: AES-256
Audit trail: Timestamp and event log
Regulatory frameworks: ESIGN, UETA, 21 CFR Part 11
Certifications: SOC 2 Type II, ISO 27001
HIPAA support: BAA available when required

Typical eSignature vendor comparison for executing the certification

Compare core pricing and feature dimensions to match your volume, compliance needs, and envelope usage when selecting an eSignature provider.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial Yes, 7-day trial Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes Varies by plan Varies by plan Varies by plan Varies by plan
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes (BAA available) Varies by plan Varies by plan Varies by plan Varies by plan
Envelope Cap No envelope cap 100 envelopes/user/year Varies Varies Varies

Real-world examples of using e-signed disclosure certifications

These examples show how organizations use electronic signatures to complete disclosure forms and maintain compliant records.

Tim Martin — Martin Properties

Tim needed a compliant way to return disclosure documents quickly

  • He used mobile and offline signing capabilities
  • I can process and execute all of these documents online with 100% compliance and built-in security. Whether on mobile or working offline, I can get forms back to their necessary parties efficiently.

John Butler — Fertility Centers of Illinois

John required reliable execution and an auditable trail

  • Integration with backend systems was needed
  • The airSlate SignNow team has been exceptional, responsive, the API has been great, and we're extremely happy that we chose airSlate SignNow as a company.

Frequently asked questions about Business Disclosure Certifications

Answers to common questions about validity, corrections, notarization, and long-term storage for certifications.


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