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Co-Op Certificate of Authority

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State of New Hampshire

APPLICATION FOR CERTIFICATE OF AUTHORITY
OF A FOR PROFIT FOREIGN CORPORATION

Filing fee: $100.00

Form 40

Use black print or type.

RSA 293-A:15.03

PURSUANT TO THE PROVISIONS of the New Hampshire Business Corporation Act, the undersigned corporation hereby applies for a certificate of authority to transact business in New Hampshire and for that purpose submits the following statement:

FIRST: The name of the corporation is

SECOND: The name which it elects to use in New Hampshire is

THIRD: The complete address (including zip code and post office box, if any) of its principal office is:

(no. & street)

(city/town)

(state)

(zip code)

Principal Business Information:

Principal Mailing Address:

(no. & street)

(city/town)

(state)

(zip code)

Business Phone:

Business Email:

Please check if you would prefer to receive the Annual Report Reminder Notice by email.

FOURTH: It is incorporated under the laws of

FIFTH: The date of its incorporation is and the period of its duration is

SIXTH: The name of its registered agent IN NEW HAMPSHIRE is:

The complete address of its registered office IN NEW HAMPSHIRE (agent's business address) is:

(no. & street)

(city/town)

(state)

(zip code)

SEVENTH: Describe the principal purpose or purposes which it proposes to pursue in the transaction of business in New Hampshire (and if known, list the NAICS Code and Sub Code)

APPLICATION FOR CERTIFICATE OF AUTHORITY
OF A FOR PROFIT FOREIGN CORPORATION (Cont.)

EIGHTH: The names and usual business addresses of its current officers and directors are: (If there are additional officers or directors, attach additional sheet OR if the laws of the state of incorporation do not require directors, indicate below.)

Name

Title

Address

OFFICERS

DIRECTORS

If directors are not required by law in your state of incorporation, please indicate "none required by law" in the director fields above.

(Corporate Name)

(Signature)

(Print or type name)

(Title)

Date signed:

Note: The sale or offer for sale of capital stock of the corporation will comply with the requirements of the New Hampshire Uniform Securities Act (RSA 421-B). The capital stock of the corporation: 1) has been registered or when offered will be registered under RSA 421-B; 2) is exempted or when offered will be exempted under RSA 421-B; 3) is or will be offered in a transaction exempted from registration under RSA 421-B; 4) is not a security under RSA 421-B; OR 5) is a federal covered securities under RSA 421-B. The statement above shall not by itself constitute a registration or a notice of exemption from registration of securities within the meaning of sections 448 and 461(i)(3) of the United States Internal Revenue Code and the regulation promulgated thereunder.

DISCLAIMER: All documents filed with the Corporation Division become public records and will be available for public inspection in either tangible or electronic form.

Mailing Address - Corporation Division, NH Dept of State, 107 N Main St, Rm 204, Concord, NH 03301-4989
Physical Location - State House Annex, 3rd Floor, Rm 317, 25 Capitol St, Concord, NH

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What a Co-Op Certificate of Authority Is and when it applies

A Co-Op Certificate of Authority is the official document a cooperative entity files or provides to demonstrate authority to act, to appoint an agent, or to register to transact business in a jurisdiction. It typically identifies the cooperative, its principal place of business, the scope of authority granted, and the authorized signatory or registered agent. The certificate is used by housing, agricultural, consumer, and worker cooperatives to show third parties and government agencies that the cooperative has the legal authorization required under state law or internal corporate governance documents.

Why a clear Certificate matters for co‑operative operations

A well-prepared certificate prevents operational delays, confirms the cooperative’s legal capacity, and clarifies who may sign or receive service. It reduces disputes about authority and supports compliance with state filing requirements and third-party counterparties.

Why a clear Certificate matters for co‑operative operations

Typical organizations and roles that complete this certificate

The Co-Op Certificate of Authority is most often completed by representatives of the cooperative and by professionals who handle entity filings.

  • Board officers completing governance filings on behalf of the cooperative
  • General counsel or corporate secretary preparing statutory submissions
  • Registered agents and company formation specialists who file with state agencies

Step-by-step: completing a Co-Op Certificate of Authority

Follow these core steps in order to prepare and validate the certificate for filing or delivery to counterparties.

  • 01
    Gather entity documents: Collect articles, bylaws, and prior state filings
  • 02
    Confirm signer authority: Verify board resolution or bylaw approval
  • 03
    Complete required fields: Enter legal names, addresses, and agent details
  • 04
    Authenticate and submit: Sign, notarize if required, and file with agency

Typical process for issuing, signing, and filing the certificate

This sequence shows how the certificate moves from preparation to acceptance by a state or a third party.

  • Prepare draft: Populate fields and attach supporting documents
  • Board approval: Obtain resolution authorizing the filing
  • Sign and notarize: Signed by authorized officer; notarize if required
  • File and record: Submit to Secretary of State or deliver to counterparty

Configuring a digital workflow for the certificate

Set up a repeatable workflow to reduce errors and speed processing when you file multiple certificates.

Field Configuration
Signer role Board officer or corporate secretary
Authentication Email link or SMS OTP
Notarization Enable RON or in-person as required
Record retention Store signed PDF with audit trail

Digital signing and platform capabilities to consider

Use a secure e-signature platform that supports required authentication and audit trails for legal records.

  • Authentication: Email, SMS, KBA, or advanced methods
  • Audit Trail: Full event log and timestamps
  • Integration: Connects to cloud storage and ERPs

Essential elements included in a professional certificate

A complete certificate includes identity, authority, and contact details plus any state‑required attestations and notarization blocks.

Entity Identification

Legal name, formation state, and registration number when available; this anchors the certificate to the legal entity.

Principal Address

Street address of the co-op’s main office used for official correspondence and jurisdictional determinations.

Registered Agent

Name and physical address of the agent authorized to accept legal service in the filing state.

Authority Scope

A concise description of business activities or powers the co-op is authorized to perform in the jurisdiction.

Authorized Signatory

Printed name, title, and signature line for the officer or agent executing the certificate on behalf of the co-op.

Notary Block

Notarial acknowledgement or jurat when the receiving jurisdiction or counterparty requires notarization.

Supporting documents and formats to attach or provide

Attach certified or current copies of governance and formation records to expedite acceptance and verification.

Articles of Incorporation

Certified copy or current filing that proves the cooperative’s existence and formation details.

Bylaws or Resolutions

Board resolution authorizing the filing and naming the authorized signer or agent.

Certificate of Good Standing

Recent state-issued certificate showing the entity is in good standing where formed, if required by the filing state.

Identity Documents

Government ID for the signer and any notary requirements; provide scans consistent with authentication needs.

Practical guidance to reduce rejections and delays

Adopt these practices to improve accuracy and speed while keeping legal compliance in focus.

Use consistent names
Match the cooperative name and signer name across all documents to avoid filing rejections or confusion.
Provide complete addresses
Include physical addresses for registered agents and principal offices; many jurisdictions reject P.O. boxes for service.
Attach governance proof
Include a board resolution or bylaw excerpt authorizing the filing to satisfy reviewers and counterparties.
Confirm notarization rules
Verify whether the receiving state or counterparty requires notarization or RON before executing the certificate.

Vendor pricing snapshot for eSignature tools used with certificates

Compare entry pricing and key capabilities relevant to certificate execution and bulk filings; signNow is listed first as a reference point for features and pricing.

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 No No Yes, limited Yes, limited
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Security, compliance, and technical assurances to check

Encryption: TLS 1.2/1.3 in transit, AES-256 at rest
Certifications: SOC 2 Type II and ISO 27001 certified
HIPAA: Supports HIPAA with BAA required
21 CFR: 21 CFR Part 11 compliance available
ESIGN/UETA: Compliant with ESIGN and UETA rules
Accessibility: WCAG 2.0 Level AA support

Common legal and operational risks from incorrect certificates

Filing Rejection: Incomplete or inconsistent names may lead to rejection
Loss of Authority: Unauthorized signers can trigger contract disputes
Service Issues: Incorrect agent info can impede legal service
Financial Fines: Late filings may incur state fees or penalties
Liability Exposure: Acting outside authority may void protections
Recordkeeping Failures: Insufficient retention harms audits or disputes

Real-world uses of the Co-Op Certificate of Authority

These concise case sketches show how different organizations use the certificate in practice.

Optica Ventures — Property Co-op

A housing cooperative filed a foreign qualification to manage property in a second state

  • Board resolution named the property manager and authorized filings
  • Result: expedited leasing and reduced vendor friction after attaching certified formation documents and the board resolution.

Xerox — Corporate Services

An operations team used standardized templates to process multiple cooperative filings

  • Templates included clear signer blocks and required attachments
  • Result: fewer resubmissions and faster agent acceptance across jurisdictions.

Frequently asked questions about completing the certificate

Answers to common execution and filing problems for Co-Op Certificates of Authority.


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