Last reviewed October 7, 2026 · By the NYBACS advisory team
Short answer
An apostille is a certificate, issued under the 1961 Hague Apostille Convention, that confirms the signature, capacity and seal on a public document so it can be used in another Convention country without embassy legalisation. Company documents usually need one when a registry, notary, bank or court abroad must rely on them, such as a parent's certificate of incorporation or a notarised board resolution for opening a foreign subsidiary.
Key takeaways
- An apostille verifies the origin of a document, meaning the signature, the signer's capacity and any seal, not whether its contents are correct.
- It is issued by a competent authority in the country where the document originated, and is accepted only in other Convention countries.
- In the US, state-issued documents are apostilled by the issuing state's Secretary of State and federal documents by the US Department of State.
- Recent joiners include Singapore (2021), Saudi Arabia (2022), mainland China (2023), Canada (2024), Bangladesh (2025) and Viet Nam (in force from 11 September 2026).
- The UAE and Qatar are not Convention parties, so documents for use there still go through embassy legalisation.
What an apostille does and does not certify
Before the Convention, a document travelling abroad went through a chain: local notary, then a state or foreign ministry, then the destination country's embassy. The apostille replaces that chain with one certificate attached to the document by the country of origin.
It confirms three things: the signature on the document is genuine, the signer acted in the stated capacity (for example as a notary or registrar), and the seal or stamp is authentic. It does not confirm that the content is accurate, that a company is in good standing, or that the destination authority must accept the document for a particular purpose. A recipient can still ask for a recent document or a translation.
Company documents that commonly need an apostille
- Certificate of incorporation or formation and certified articles, when a parent company sets up a subsidiary abroad.
- Certificate of good standing, often requested by foreign banks, registries and counterparties.
- Board resolutions and powers of attorney, typically notarised first, then apostilled.
- Certificate of incumbency or secretary's certificate, to show who currently directs and represents the company.
- Register extracts such as a UK Companies House certified copy or an ACRA Business Profile, when used in another country.
- IRS letters where a foreign authority requires them, which as federal documents follow the US Department of State route.
Private documents, like a resolution signed by directors, usually need notarisation first so there is a public official's signature for the apostille to certify.
Who issues apostilles in key jurisdictions
| Country | Competent authority | Practical note |
|---|---|---|
| United States, state documents | Secretary of State (or equivalent) of the state that issued or notarised the document | Some states, including New York, first require a county clerk to certify the notary's signature |
| United States, federal documents | US Department of State, Office of Authentications | Covers documents signed by federal officials |
| United Kingdom | FCDO Legalisation Office | Companies House documents are typically certified copies before apostille |
| India | Ministry of External Affairs | Some documents need a prior state-level or other attestation |
| Singapore | Singapore Academy of Law | Singapore has been a Convention party since 16 September 2021 |
Because the apostille must come from the country of origin, a Delaware certificate is apostilled in Delaware even if the company's owner lives in London or Dubai.
Which countries accept apostilles: recent changes and gaps
The HCCH status table listed 130 contracting parties at its June 2026 update. Recent entries into force that matter for cross-border founders:
| Country | Convention in force from |
|---|---|
| Singapore | 16 September 2021 |
| Indonesia | 4 June 2022 |
| Saudi Arabia | 7 December 2022 |
| Pakistan | 9 March 2023 |
| China (mainland) | 7 November 2023 |
| Canada | 11 January 2024 |
| Rwanda | 5 June 2024 |
| Bangladesh | 30 March 2025 |
| Algeria | 9 July 2026 |
| Viet Nam | 11 September 2026 |
The UAE, Qatar and Kuwait are not parties, so documents for those countries still follow notarisation, foreign ministry certification and embassy legalisation, with final attestation in the destination country. A Convention country can also object to a new member's accession, in which case apostilles do not operate between those two states, so check the status table for the specific pair of countries.
A step-by-step route for a US company document
- Confirm the destination accepts apostilles and what form and age of document it wants.
- Order a certified copy or certificate directly from the state filing office, or have the private document notarised.
- Where required, obtain the county clerk certification of the notary.
- Submit to the issuing state's apostille office with its fee and cover form.
- Arrange any required translation, after the apostille if the destination wants it translated too.
- Keep a scanned copy and courier the original; most authorities accept only the original apostilled document.
If several documents are going to the same country, prepare and submit them together so the apostilles carry similar dates and the recipient sees one consistent set.
Common mistakes to avoid
- Apostilling a document for the UAE, which is not a Convention party and requires legalisation instead.
- Sending a Delaware document to another state's Secretary of State for apostille.
- Asking for an apostille on an unsigned or un-notarised internal resolution.
- Assuming the apostille proves the company is in good standing or that the content is correct.
- Ordering documents too early so the recipient rejects them as out of date despite a valid apostille.
- Translating the document before the apostille is attached when the destination requires both to be translated.
NYBACS 360° support
How NYBACS helps
- Confirms whether your destination needs an apostille or full legalisation and which documents it expects.
- Orders certified copies and good standing certificates from US state filing offices for apostille.
- Prepares and arranges notarisation of resolutions, powers of attorney and incumbency certificates for US companies.
- Coordinates the apostille or legalisation process so documents arrive on time for foreign registries, notaries and banks.
Frequently Asked Questions
Does an apostille expire?
The apostille itself has no expiry date under the Convention. However, recipients frequently require the underlying document, such as a good standing certificate, to have been issued recently, so a valid apostille on an old document may still be refused.
Can a copy of a document be apostilled?
An apostille can be placed on a certified copy issued by the registry, or on a copy certified by a notary where the issuing authority allows it. Plain photocopies cannot be apostilled.
Are electronic apostilles accepted?
Some issuing authorities now produce electronic apostilles that recipients verify through an online register. Acceptance depends on the destination authority, so check before choosing an electronic version.
Do documents for India need an apostille if they come from the US?
India and the US are both Convention parties, so US public documents for use in India are generally apostilled in the US. The Indian recipient may still ask for additional formalities depending on the purpose.
What is the difference between an apostille and notarisation?
Notarisation is a notary witnessing or certifying a signature or copy. An apostille is issued by a government authority and certifies the notary's or official's signature for use abroad. Many company documents need both, in that order.
