Opening a business bank account or adding a signer sounds like a twenty minute errand and routinely takes two visits. The reason is almost always paperwork the branch did not tell you to bring.
Here is what banks generally want from a business, which parts get notarized, and how to do it in one trip.
We come to your office across the five boroughs, evenings and weekends, or run a secure online session for signers in other states. See the business notary service →
What the bank is actually verifying
Two things: that the entity exists, and that the person in front of them is allowed to move its money.
Everything on their list serves one of those. Understanding that makes the requests less arbitrary and helps you work out which document answers which question.
Banks are also operating under customer identification rules, which is why they ask for beneficial ownership information about the people behind the company. That is a regulatory requirement rather than nosiness.
The documents usually requested
Formation documents, meaning articles of organization or a certificate of incorporation.
The EIN confirmation from the IRS.
The operating agreement for an LLC, or bylaws for a corporation, showing who may bind the company.
A corporate resolution or written consent authorizing the account and naming the authorized signers. Many banks have their own form for this, and their form usually beats yours. See how resolutions work.
Identification for every signer and often for beneficial owners.
A certificate of good standing or status for older entities, and for an LLC in New York sometimes proof that the publication requirement was satisfied.
Which parts get notarized
Varies by bank and by transaction, and there is no universal rule, which is why asking beats guessing.
Most commonly: the resolution or account authorization, an incumbency certificate identifying current officers, a signature card in some circumstances, and affidavits where a signer cannot appear in person.
Larger transactions attract more. Wire authorizations, loan documents, guaranties and account closures on a deceased owner’s account frequently require notarization.
The one question to ask before you go
Call the branch and ask them to send their business account checklist in writing, including which documents must be notarized and whether they accept their own forms or require yours.
Written matters, because branch staff give different answers, and arriving with an email from the bank is considerably more persuasive than arriving with a recollection.
Ask specifically whether every signer must be present at the same time. That single question decides whether you need one appointment or a notarization for somebody remote.
Signers who are not in New York
The usual bottleneck, and the easiest thing to solve.
Where a partner, officer or member is in another state, most of what they need to sign can be handled online over secure video in minutes, and the notarized document emailed straight to the branch.
Plan that before the branch visit rather than after, because discovering it at the counter costs a week.
Sign as the company, not as yourself
On every one of these documents, sign in the company’s name with your title, not simply your own name.
The exception, deliberately, is a personal guaranty, which is meant to bind you individually. If a bank form asks you to sign twice, once for the company and once personally, understand which is which before signing. See representative capacity.
What a notary cannot supply
Two requests we get constantly and cannot fulfill.
A certified copy of your formation documents or operating agreement. A New York notary has no authority to issue certified copies. What the bank usually means is a copy certified by an officer of the company, whose signature we then notarize. See the distinction.
A medallion signature guarantee, which is a different instrument entirely, provided by participating banks and brokerages for securities transfers. No notary can provide one.
We come to your office across the five boroughs and handle remote signers online. See our business notary service.
Adding or removing a signer
Treated as seriously as opening the account, and often more so, because it changes who controls the money.
Expect a fresh resolution or authorization naming the new signer, identification for that person, and sometimes an updated incumbency certificate. Removing somebody usually requires the same paperwork, and banks are cautious where the departure was not amicable.
Do it promptly when somebody leaves the business. An account that still lists a former partner as an authorized signer is a genuine risk, and the bank will act on the authority it has on file rather than on what everybody knows.
When an owner dies
A situation businesses handle badly because nobody planned for it.
The bank will freeze what it must and will act only on documented authority. A death certificate proves the death; it does not give anybody authority. Where the deceased was the sole signer, the account generally waits for authority from the Surrogate’s Court.
What smooths it is having planned: more than one authorized signer, an operating agreement that says what happens on a member’s death, and clean records. See the wider list of what a family needs.
Accounts held for others
Trust accounts, escrow accounts, attorney trust accounts, accounts for a nonprofit or an estate: each has its own documentation and its own notarization habits.
The pattern is the same as everywhere else. The bank wants to see the instrument creating the arrangement and the document proving who may act under it. Bring the certification of trust, the letters from the court, or the board resolution, whichever applies, rather than expecting a notary’s seal to substitute for it.
Bring the originals
Banks generally want to see original documents or copies certified by the issuing authority, not printouts from your email.
That means the stamped formation documents from the Department of State, the EIN letter from the IRS, and the executed operating agreement with signatures rather than an unsigned draft. Unsigned templates are refused more often than anything else on the list.
Take a full set, take photographs of everything before you go, and expect the bank to keep copies.
One trip, realistically
Book the branch appointment rather than walking in. Get the checklist in writing. Confirm whether all signers must attend together. Handle any out of state signer’s notarization beforehand. Bring originals, identification for everyone, and the authority documents.
Then, if anything on the day needs notarizing and the branch notary is unavailable, which happens more than banks admit, we can usually be there within the hour across the five boroughs, or run an online session on the spot for somebody remote.
Why the branch notary is not always the answer
Banks do employ notaries, and for a simple document during business hours that is a perfectly good option, often free for account holders.
Where it falls down is predictable. The notary is at lunch, on leave, or only serves account holders. Branch hours do not match your working day. And bank notaries frequently decline documents they do not recognize, which includes a good deal of ordinary business paperwork.
There is also a structural point worth knowing: a notary employed by the bank should not be notarizing a document in which the bank has an interest. On some transactions the branch will decline for exactly that reason and send you elsewhere.
Which is why businesses that sign regularly keep an outside notary on hand rather than relying on the counter.
Related reading
- Signing on behalf of a company: representative capacity
- Corporate resolutions and written consents
- Does an LLC operating agreement need to be notarized?
- New York business formation: what needs a notary
- Commercial leases and estoppel certificates
- Business and corporate notary service
This is general information, not legal, tax or business advice, and NotarEaseNYC is not a law firm. A New York notary cannot draft your documents, choose a form, or explain what a clause does. Entity, tax and compliance questions belong with your attorney or accountant.