When is notarization required?

Notarization depends on the filing purpose and jurisdiction; sworn affidavits may require a notary or RON under state rules. When evidentiary weight is important, attach a notarized affidavit to strengthen the declaration and consult local filing requirements.

Can I e-sign this declaration?

Yes for most transactions under the ESIGN Act (15 U.S.C. ch. 96) and UETA when intent, consent, attribution, and retention are satisfied. Exceptions like wills or certain court filings may still require wet signatures or specific local procedures.

How detailed must the search scope be?

Define date ranges, systems, custodians, and keywords used. A detailed scope and methodology (for example, email servers, backups, and keyword lists) make it easier to show searches were reasonable and adequate if later questioned.

What if records are later located?

If responsive records are subsequently found, promptly notify affected parties, supplement prior responses under applicable discovery rules, and update the declaration explaining the omission and corrective steps taken.

Who should sign the declaration?

Have a person with direct knowledge sign—typically a records manager, custodian, or authorized officer. For greater evidentiary weight, an officer’s certification with title and contact details is recommended.

How long must supporting logs be kept?

Retain search logs and the declaration at least three years under the IRS baseline (IRC §6501(a)); healthcare-related records require six years per HIPAA (45 CFR §164.530(j)). State or industry rules may require longer retention.

Electronic Signature
Templates
Miscellaneous
Business Records No Records

Business Records No Records

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

BUSINESS RECORDS NO RECORDS

This General Business Agreement (the Agreement) is entered into by and between: Client Name: and Record Holder Name: .

RECITALS

WHEREAS, Client Name is requesting production of business records and information described in the request and the parties desire to document the scope and terms under which Record Holder will search for and report the existence or non-existence of responsive records; and

WHEREAS, Record Holder represents that it maintains business records in various formats and systems and will perform a diligent, reasonable search in the custodial sources and systems identified herein for the date range specified by Client Name; and

WHEREAS, the parties agree that if no responsive records are located, Record Holder shall provide a written Certification of No Records describing the custodians and systems searched, the date range searched, and the steps taken to locate responsive materials, subject to the payment and confidentiality terms set forth below.

SCOPE OF WORK

Record Holder shall conduct a reasonable and demonstrable search for records described as follows. The scope includes search of custodians, electronic systems, paper files, and archived media as specifically listed by Client Name below, limited to the date range specified.

Scope of Work (describe tasks, custodians, and systems to be searched) Custodians to be searched Systems and repositories searched

Date range to be searched: From through .

CERTIFICATION OF NO RECORDS

If, after completing the scope of work, Record Holder locates no records responsive to the scope and date range, Record Holder will execute and deliver a written Certification of No Records. That Certification will:

(a) identify the custodians searched; (b) identify the systems, repositories and archives searched; (c) state the date range searched; and (d) describe the search methodology used and the reasonable steps taken to locate responsive records.

Record Holder certifies under penalty of perjury that, to the best of its knowledge after a reasonable search as described above, no responsive records exist for the scope and date range specified.

Certification delivered: No records located

Detailed findings or explanation (if any)

PAYMENT TERMS

Client Name agrees to compensate Record Holder for the search, review and certification services according to the following terms.

Total Fee (USD) Payment schedule Late fee for overdue payment (percent per month)

Payment is due in full in accordance with the payment schedule. Unpaid balances shall accrue the late fee above, and Client Name shall be responsible for reasonable collection costs, including attorney fees, if applicable.

TERM AND TERMINATION

This Agreement commences on Start Date: and, unless earlier terminated, continues through End Date: .

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the intended termination date. Termination will not relieve Client Name of payment obligations for work performed through the effective date of termination.

CONFIDENTIALITY

Each party shall maintain the confidentiality of information disclosed under this Agreement that is identified as confidential or that a reasonable person would understand to be confidential. Confidential information shall not include information that is or becomes publicly available through no breach of this Agreement, that is independently developed by the receiving party, or that is lawfully received from a third party without restriction on disclosure.

Record Holder may include limited details of the search and the Certification of No Records in communications to Client Name, and otherwise shall not disclose the contents of any records or the fact of the request to third parties except as required by law or with the written consent of Client Name.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. This Agreement may be amended or modified only by a writing signed by both parties.

The persons signing below certify that they are authorized to enter into this Agreement on behalf of the respective parties and that the information contained in any Certification of No Records delivered pursuant to this Agreement is true and correct to the best of their knowledge following a reasonable search.

Record Holder (Print Name):

By:

Date:

Requesting Party (Print Name):

By:

Date:

What a Business Records No Records Declaration Is

A Business Records No Records is a formal written declaration used by a company to state that no responsive or relevant records exist for a specified subject, time period, or request. It documents the search scope, custodians queried, methods applied, and the conclusion that no records were located. Organizations use this statement to create a contemporaneous, auditable record that explains the effort taken and helps demonstrate compliance with regulatory, audit, or discovery obligations when no physical or electronic files are found.

Why documenting a 'no records' result matters

Creating a Business Records No Records statement preserves evidence of a reasonable search, reduces ambiguity for requestors and regulators, and helps resist later challenges. It converts a negative search result into a defensible, time-stamped record that auditors, counsel, or courts can review.

Who typically prepares and relies on a no-records declaration

Organizations across legal, compliance, and records teams use no-records statements to document searches when responsive records are absent.

Legal departments responding to discovery, subpoenas, and litigation hold inquiries.
Compliance teams handling regulatory audits, FOIA, or state public records requests.
Records managers documenting retention steps, destruction actions, and search procedures for audit trails.

The document clarifies responsibilities and creates an auditable trail so stakeholders understand who searched, what was searched, and why nothing was produced.

Essential elements of a professional no-records statement

A complete Business Records No Records should make the search reproducible and auditable by outlining scope, custodians, methods, certification, and signature details in a clear format.

Header

Include the company name, document title, control or request ID, and a clear opening sentence that states no responsive records exist for the defined scope.

Search Scope

Describe precise topics, date ranges, file systems, and record types searched so a reviewer can assess whether the effort was reasonable and adequately targeted.

Custodians

List individuals, teams, or external custodians queried, including titles and departments, to show who was consulted during the search effort.

Search Methods

Document tools, keyword lists, filters, backups, and manual checks performed, and note whether deleted or archived data were included in the search.

Certification

Provide a signed certification by an authorized official attesting to the accuracy and completeness of the search; include title and contact information.

Date / Signature

Record the exact date and time the search completed, the person who completed it, and include an electronic or handwritten signature for verification.

Step-by-step: creating a defensible no-records declaration

Follow these sequential steps to produce a clear Business Records No Records declaration that is reproducible and legally defensible.

01

Identify Request: Confirm requester, scope, and due date.
02

Search Records: Run keyword and system queries across listed custodians.
03

Document Results: Record searches performed and outcomes in detail.
04

Certify and Sign: Authorized officer signs, dates, and provides contact info.

How the no-records process typically flows

Typical routing for a Business Records No Records statement shows who performs searches, who reviews outcomes, and where the final declaration is stored for future reference.

Initiation: Request received and tracking number assigned.
Search: Operational teams run queries and collect evidence.
Review: Legal or records personnel check completeness and reasonableness.
Finalization: Statement signed and stored in records management system.

Online workflow settings to capture required details

Configure an online workflow to capture required fields, signatures, and storage metadata so filings are repeatable and auditable.

Field	Configuration
Tracking ID	Auto-generate a unique identifier for each response.
Signature	Require signer name, title, and timestamp for each submission.
Storage	Save signed PDF/A with indexed metadata for retrieval.
Notifications	Email copy to requester and records team automatically.

Platform capabilities to support a defensible no-records declaration

Choose a platform that supports audit trails, secure storage, and flexible signing methods to preserve proof of searches and certification.

File Formats: PDF, DOCX, PDF/A supported
Integrations: Connects to Google Workspace, Box, and NetSuite
Auth Options: Email, SMS, or advanced authentication

Timelines and response expectations to consider

Timelines vary by request type and jurisdiction; respond promptly to preserve defensibility and meet statutory or agency deadlines.

Public Records Requests:

State response deadlines typically 5–30 business days depending on jurisdiction.

Litigation Holds:

Preserve evidence immediately; document search efforts without delay.

Regulatory Inquiries:

Respond within regulator-specified deadlines; often 10–30 days.

Internal Audits:

Complete searches per audit timeline, usually 14–60 days.

Follow-up Reviews:

Schedule periodic rechecks if ongoing or new information arises.

Common risks and potential consequences of inadequate documentation

Spoliation Sanctions: Court sanctions for failure to preserve evidence

Regulatory Penalties: Fines or notices from agencies

Discovery Adverse Inference: Judge may infer missing unfavorable facts

Reputational Harm: Stakeholder trust erosion

Tax Consequences: Incorrect records risk IRS penalties

Operational Disruption: Delayed transactions and audits

Core data elements to include for accuracy and traceability

Business Name: Legal entity name on record

Request ID: Unique request or control number

Custodian Names: Full names and titles

Search Scope: Date range and systems searched

Certification: Signer name, title, signature

Timestamp: Date and time of completion

Practical examples showing how organizations document no-records results

These brief case arcs show how contemporaneous declarations and attached logs protected organizations during audits or compliance reviews.

Optica Ventures

Optica recorded custodians queried, search terms used, and systems reviewed to close a customer data request with no responsive files found.

Saved time and avoided follow-up production.
Their contemporaneous declaration proved the adequacy of the search during a subsequent audit, eliminating further litigation expense and providing a clear record for internal compliance teams and external reviewers.

Fertility Centers

Fertility Centers used a formal no-records statement after exhaustive searches of patient intake systems and backups returned no responsive documents for an older request.

Reduced repeated requests and expedited closure.
By documenting methodology and attaching system logs, they met HIPAA audit standards and avoided penalties while keeping a retrievable record for future inquiries.

Comparing eSignature options for no-records declarations

Key pricing and capability differences among leading eSignature vendors to consider when selecting a platform for signing, storing, and certifying no-records statements.

	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	7-day free trial	Trial available	Trial available	Trial available	Trial available
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No envelope cap	100 envelopes/user/year	Varies by plan	Varies by plan	Varies by plan

Frequently asked questions about Business Records No Records

Practical answers to common concerns about signing, notarization, later-discovered records, signer authority, and retention of supporting logs.

Need help? Contact support

When is notarization required?
Notarization depends on the filing purpose and jurisdiction; sworn affidavits may require a notary or RON under state rules. When evidentiary weight is important, attach a notarized affidavit to strengthen the declaration and consult local filing requirements.
Can I e-sign this declaration?
Yes for most transactions under the ESIGN Act (15 U.S.C. ch. 96) and UETA when intent, consent, attribution, and retention are satisfied. Exceptions like wills or certain court filings may still require wet signatures or specific local procedures.
How detailed must the search scope be?
Define date ranges, systems, custodians, and keywords used. A detailed scope and methodology (for example, email servers, backups, and keyword lists) make it easier to show searches were reasonable and adequate if later questioned.
What if records are later located?
If responsive records are subsequently found, promptly notify affected parties, supplement prior responses under applicable discovery rules, and update the declaration explaining the omission and corrective steps taken.
Who should sign the declaration?
Have a person with direct knowledge sign—typically a records manager, custodian, or authorized officer. For greater evidentiary weight, an officer’s certification with title and contact details is recommended.
How long must supporting logs be kept?
Retain search logs and the declaration at least three years under the IRS baseline (IRC §6501(a)); healthcare-related records require six years per HIPAA (45 CFR §164.530(j)). State or industry rules may require longer retention.

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