Entity Documentation Requirements

When a property is held or being acquired by a legal entity — rather than an individual — additional documentation is required before the title company can close the transaction. The type of entity determines the authorized representative, the formation document that gives legal status, and the document granting authority to act. Team Goeglein at Fidelity National Title works with agents across the South Bay to ensure entity documentation is gathered early so it doesn't delay closing.

Corporation: The authorized representative is a corporate officer. Required documents include the Articles of Incorporation filed with the Corporation Commission and a Corporate Resolution authorizing the transaction. Provide By-Laws, a Resolution to sell or borrow, and a Certificate of Good Standing from the Secretary of State. Signatures must include two corporate officers: President or Vice-President and Secretary or Treasurer.

Limited Liability Company (LLC): The authorized representative is the manager or managing member as stated in the operating agreement. Required documents include the Articles of Organization filed with the Secretary of State and the Operating Agreement with all amendments. If the LLC is formed outside California, a certified copy should be filed with the California Secretary of State.

General Partnership: All partners are authorized representatives. Required documents include the Certificate of Partnership recorded with the County Recorder and the Partnership Agreement with all amendments. For out-of-state partnerships, the Statement of Partnership Authority filed in another state should be filed with the California Secretary of State.

Limited Partnership: The general partner is the authorized representative. Required documents include the Certificate of Partnership filed with the Secretary of State and the Partnership Agreement with all amendments. For out-of-state limited partnerships, provide a Certificate of Good Standing and a certified copy of LP-5 filed in Sacramento.

Trust: The trustee is the authorized representative. Required documents include the Trust Agreement and all amendments. The Trust Certification document must be notarized when signed. The title officer may need to examine the full trust document.

Other Entity Types: Attorney-in-Fact requires a Power of Attorney and current government-issued ID. Bankruptcy estates require court order appointing the trustee and court order approving the sale. Conservatorships and guardianships require court orders appointing the conservator/guardian and approving the sale. Estates require Letters of Appointment & Acceptance and Letters Testamentary or Letters of Administration. IRAs require the Account Agreement with the custodian or trustee. Unincorporated Associations require Bylaws or Articles of Association and a Resolution approving the sale.

Matt Goeglein and Xavier de la Piedra IV at Fidelity National Title review entity documentation on every applicable transaction. If you have a closing involving a corporation, LLC, partnership, trust, or any other entity type in the South Bay, contact Team Goeglein early to ensure all documents are in order.