---
title: Entity & Signing Documents
description: "The entity documents Upright Lending needs to close: formation documents, operating agreement, EIN and good standing, plus who signs and who guarantees."
---

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# Entity & Signing Documents

## The entity documents we need, who signs at closing, and when a guarantee or consent is required.

### You Borrow Through an Entity

Upright makes business-purpose loans on investment property. The borrower is your LLC or corporation, and the people who own and control it stand behind the loan with a personal guarantee.

### Documents We Need

- Articles of organization or certificate of formation (articles of incorporation for a corporation).
- Operating agreement (bylaws for a corporation), with every amendment.
- EIN letter from the IRS.
- A certificate of good standing from the state, dated within 30 days of closing.
- If another entity owns part of your entity, the same documents for each entity in the chain.
- A government ID for each guarantor.

Upload them to your borrower portal early. Once they're on file, your next loan with the same entity reuses them, and we'll only ask for a fresh certificate of good standing.

### Who Signs

The person who signs for your entity needs the authority to do it under your operating agreement or bylaws. We read your documents to confirm it.

- **Single-member LLC:** the member signs.
- **More than one member:** we'll usually need a short written consent from the members approving the loan, unless your operating agreement already lets the signer borrow and pledge property on their own.
- **Corporation with more than one shareholder:** a resolution approving the loan.
- **Another entity as a member:** the consent comes from the people who control that entity.

If you need a consent, we'll prepare it for your signature.

### Guarantors

- Owners who together control at least 50% of the borrowing entity sign a personal guarantee.
- We run credit and background checks on each owner with 25% or more of the entity, and on its managers.
- Guarantors sign for themselves. We don't accept a power of attorney on a guarantee.
- In some states, a spouse may need to sign a consent.

### Names Must Match

Your entity's exact legal name has to match across the purchase contract or deed, title, insurance and loan documents. Small differences, such as a missing "LLC" or a trade name, are a common cause of last-minute fixes. If you signed the purchase contract personally, talk to your branch about getting it into your entity's name before closing.

### A Note on Your Operating Agreement

Don't change your operating agreement to fit a loan. Your entity may have other lenders or agreements that depend on it, and an amendment can create problems elsewhere. If something in your documents doesn't line up, tell your branch and we'll work through it with you.

 

- [Getting Started](https://help.uprightlending.com/borrower-knowledge-base/getting-started?hsLang=en-us#main-content)

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    - [After Your Loan Funds](https://help.uprightlending.com/borrower-knowledge-base/getting-started?hsLang=en-us#after-your-loan-funds)
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    - [Draws Overview](https://help.uprightlending.com/borrower-knowledge-base/rehab-construction-draws?hsLang=en-us#draws-overview)
    - [Using Sitewire](https://help.uprightlending.com/borrower-knowledge-base/rehab-construction-draws?hsLang=en-us#using-sitewire)
- [Exiting Your Loan](https://help.uprightlending.com/borrower-knowledge-base/exiting-your-loan?hsLang=en-us)

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