Corporate Practice Perspectives Webinar Series: Understanding Apostilles, Authentications, and Legalizations

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Annie: Hello, everyone, and welcome to today's webinar, "Corporate Practice Perspectives Webinar Series: Understanding Apostilles, Authentications, and Legalizations." My name is Annie Triboletti, and I will be your moderator kicking things off today.

So joining us today are Kelly Courtney and Helena Ledic. Kelly is a senior client service representative based in Texas, and Helena is an associate general counsel for CSC based in Chicago. So with that, I would like to welcome Kelly and Helena.

Helena: Thanks so much, Annie, for getting us started off and for the audience. I am so thrilled that Kelly can be joining us to walk us through apostilles and legalizations.

So let's talk about our agenda today. So we're actually going to go through the process of it, some of the things that you need to know before you even get started. Kelly and I are going to walk you through the different types of documents. Then what we're going to do is we're going to go into the actual Hague Apostille Convention talking about that. We're going to flip to that, and then we're going to go to those non-Hague countries, and we're going to talk about the legalization process for those. We'll get a little bit specifically into MENA, Middle East and then North Africa country requirements. We're going to talk a little bit about some countries that have got a little bit more complex requirements, our top takeaways. And of course, we're going to have a Q&A at the end. So please make sure you put something into the Q&A widget so that we can address your questions.

But before we jump into legalizations and apostilles, let's talk a little bit about CSC. We're a privately held and professionally managed company with 8,000 employees on 5 continents in 140 jurisdictions, and we provide service and technology solutions for every phase of the business life cycle. Among all that we do, we help form entities and maintain compliance and execute secured transaction work. And of course, we help you with apostilles and legalizations. For alternative asset managers, we provide administrative and outsourcing solutions. And we provide a comprehensive suite of services across a broad range of capital market transaction types, regions, and asset classes. We're the trusted partner for more than 10,000 law firms, 90% of the Fortune 500. We are the business behind business.

So to get us started off talking about the entire process over here for apostilles and legalizations, there are a few things that we really want to spotlight, and we're going to say them to you over and over again.

Anticipate delays. Turnaround times will vary. Kelly is going to talk about how things can go from one day to things can take three, four weeks, that type of a time range in there.

Be prepared. If you end up having to do legalizations particularly, you may need supplemental documents, and additional information may be required. We frequently get calls from consulates or embassies where extra information is needed. Don't be surprised if that ends up happening.

And, of course, know your CSC point of contact. In this instance, if you are reaching out to us for some help, the easiest thing to do is just email directly legalizations@cscglobal.com. And that will go directly to Kelly and his team. If you already work with an account rep or someone helps you out with things at CSC, feel free to CC them on that, but have it go directly to the legalizations@cscglobal.com. That's the fastest way for things to get through.

Now let's end up talking about the different types of documents that we've got. So what we want to point out is that we've got both state-issued documents, federally-issued, and then we've got non-governmental documents. So Kelly, why don't you talk about these a little bit?

Kelly: Okay. So non-governmental documents are like your day-to-day stuff, like powers of attorney, corporate resolutions, stuff like that. State-issued documents would be say a certified copy from the secretary of state's agent or agency or like a good standing. Those are documents that are issued by the state and are not notarized. And then we have federally-issued documents. Those can be a something like an FBI fingerprint report or something like an IRS form, residency certificate, or even U.S. Patent and Trademark copies that need to be apostilled or legalized.

Helena: So we're going to show you again a few of these different types of document examples. And this is clearly not an exhaustive list, but we just wanted to spotlight a few things.

I know that Kelly has frequently told me that customers come to us where they have bank letters, bank statements that they may need, and those actually need to be notarized if they want to send those off for use in foreign countries. Other things you might see are things like transcripts. I want to point out copies of U.S. passports. That's something that comes up very frequently in the compliance world is it's just not enough to have a copy of a passport. And remember, if it's a copy of a passport, it's a non-governmental document. So keep that in mind.

And then I also want to point out, depending on where you are, some documents may not be readily available for people to be able to get. So, for example, I'm in Illinois, and things like birth certificates are not something that anybody can just go and request from the county offices. You typically end up having to be it's either the person who was born or one of their parents or maybe a legal representative. Same thing with death certificates. Just somebody can't get them. Same thing with probated wills.

So Kelly, I know you wanted to follow up on some other things over here to spotlight.

Kelly: Right. State-issued documents could be something like a judgment from a state-level court. And again, we talked about good standings and certified copies. Helena talked earlier about probated wills, certified copies of estate documents. Those are fairly common to see.

Additionally, for federally-issued documents, we're looking at something like an immigration certificate, which we see those quite often these days. Again, FBI background reports, IRS letters, federal court documents, bankruptcy documents, and again, U.S. Patent and Trademark documents. Those all have to be certified by the federal agency, and then they can be either apostilled or legalized.

Helena: So let's now talk about apostilles, that apostille process. And this all starts with the Hague Apostille Convention. And what that came about was it allowed for the elimination of the legalization of documents for use in international countries. But the thing that everybody has to know, to be able to do an apostille, both the issuing country and the receiving country, both have to be signatories to the Hague Apostille Convention. And so if you only have one country that is a signatory to it, but not the other one, then you have to go through legalizations.

And the UAE is a great example of that. We get so many requests for things with the UAE. We are signatories to Hague Apostille, but the UAE isn't. So then you have to go through legalizations.

So I always think of this as a handshake idea. If both countries can do the handshake, that they're both members of this, then you can end up using apostilles. And so this is a one jurisdiction approval process. It comes from the same level of government where that document originates, either the state or the federal.

A couple of things to know about. That website that's on that slide, and it's in tiny, tiny, tiny letters over there, that is the website that I think most people view as the most authoritative source of the countries that are part of Hague Apostille. But if you do a web search on it, I think it's really important to know. Make sure that you search for Hague Apostille countries. Don't just do Hague countries because the Hague Convention has got other parts of it, not just apostille.

And so then we also wanted to spotlight, since 2021, a few countries have come on board. And this list is always changing. If you haven't done anything in a while, an apostille in a while, definitely look up the list before you go. But the most recent countries have been Jamaica, Indonesia, Singapore, Saudi Arabia, Pakistan, Senegal, China, Canada, Rwanda, and Bangladesh.

And then, Kelly, why don't you talk a moment about some of the streamlining that you've seen with Saudi Arabia and then I should say China.

Kelly: China, you're right. So both of these became members to the Hague not too long ago, a couple of years ago. Prior to them becoming party to the Hague, the documents were required to be fully legalized, which means you had to go through the state, the U.S. Department of State's office and through the embassy or consulate to get the document legalized. And there were always hurdles or problems we had trying to get documents completed and legalized. These days, it's so much easier for Saudi Arabia and China. You just get an apostille and you're done.

Helena: That's it. So Kelly, why don't you take us through the process now of if you have a state or a federally-issued document? How do you get those apostilles, and what's the time frame?

Kelly: Okay. So a state document, again something issued by the secretary of state's office, a certified copy or a good standing, those documents are, again, issued by the state. Then they are submitted for apostille, and the apostille may be the secretary of state's office may do it. They may issue them and apostille them together. Other places, like in New York, New York apostilles are done by the Department of Licensing up there. The reasonable time frame for that process kind of depends on the state itself. It can be as close as 1 day, 24 hours. Or it may be as long as, say, North Carolina, which is taking up to four weeks at the moment.

The federal process is a little more streamlined. The document that you have for the federal document, either say an IRS letter or maybe U.S. Patent and Trademark copies, those are apostilled through the U.S. Department of State's Office. And approximately they're taking about two weeks, at the moment, to go through that apostille process.

Helena: So Kelly, let's go back to the states for just a moment here. Because we have so many customers that do things in Delaware, what's the time frame? Like what are we looking at for Delaware?

Kelly: So Delaware most often does a same day. If they don't do same day, then they would have it out the next day. So they're very quick.

Helena: What about New York?

Kelly: New York is a little bit longer. New York requires an extra step, and they require you to authenticate the notary. So you'd have the notarized document. It goes to the county clerk's office to be authenticated. From there, it would go to the Secretary of State, or in this case the Department of Licensing in New York. They would apostille the document. And that process would take somewhere between 7 and 10 days. It kind of depends on what county the notary was located in.

Helena: All right. And then what about California? Because we also get a lot of requests for California.

Kelly: Right, we do. California at the moment is taking somewhere between two and four business days. However, they do also offer a same-day service depending upon their workload. So that's an option sometimes.

The federal process, again, you have your document, whether it's U.S. Patent and Trademark documents, they're submitted to the U.S. Department of State's Office. They apostille them. And again, it's taking about a two-week period as well.

Helena: So Kelly, we talked about the federal and the states. Let's now talk about the apostilling of personal documents because that's a little bit different of a process. Can you walk us through and give us the time frames on this?

Kelly: Sure. The personal documents, again, are documents that have been notarized. Our example here is a power attorney or bylaws. Those documents, again, are notarized. They go to the county, if you're looking at New York, to be authenticated. And then they would go to the Secretary of State's office to be apostilled. Keep in mind that New York is not unique, that there are a couple other states out there that require both state and county authentication. And depending upon the state, again, the time frame could be up to two weeks, possibly even a little bit longer.

Just want to let you know that what we're looking at now is a sample apostille, and this is currently being used by most states out there. It is a certificate that the state issues, that basically lists the notary's name, their information, and that they are a valid notary in that state. And then it's got the signature of the Secretary of State, plus a gold seal or maybe some other type of seal. They're not all the same. Also, we have redacted the notary's name off of here just so that you don't have a problem with that.

And on this slide, we're looking at what is now called a universal apostille. This is if you've done apostilles in the state of California, they've been using this version of the apostille for a number of years. There are a few other states right now at this time, Pennsylvania, Texas, Florida. There's one more off the top of head. I apologize, I can't remember. But what this document does is it encompasses in a single document the apostille and also a certificate of authentication for countries that are not members of the Hague, for where a document has to be legalized.

Helena: So Kelly walked us through the apostille. And remember, the apostille is when both countries are signatories to the Hague Apostille Convention. So remember, again, both countries have to be part of that. If only one country is part of it or neither is, then what you have to do is you have to go through the authentication and legalization process, and that is a multi-jurisdiction approval process. Kelly is going to walk us through how we end up seeing a document that originates from the U.S., but then has to go into the embassy or consulate for the foreign country where it's going to end up being used.

So the other thing that you also need to know is that this process can definitely take longer. And as I mentioned earlier, sometimes you need to provide the different embassies and consulates with additional information. And the other thing that Kelly will also has the expertise in, he'll say that one consulate may not be the same as another one for the same foreign country. So keep that in mind.

And then the other thing is I also wanted to add in here the countries that we at CSC see the most requests for, for legalizations, it happens to be UAE, the United Arab Emirates, Kuwait, Qatar, Taiwan, and then Thailand. So these are the ones that we get the most amount of requests from. There are other countries that are also not signatories, of course, but these are the most common ones.

So Kelly is going to walk us through now the authentication, if needed, and then the legalization process if we happen to have state or federal documents, and he's going to give us that time frame. So take it away, Kelly.

Kelly: Okay. So the state process for a state document, again, the document is issued by the secretary of state's office. They, rather than putting an apostille on it, would authenticate the document. And then the document would go to the U.S. Department of State for their authentication, and finally to the embassy or the country's consulate for legalization. And just keep in mind that not all countries require you to have the U.S. Department of State authentication.

The federal process is somewhat the same. You have a federal document. It's authenticated with the U.S. Department of State's Office and then legalized by either the embassy or the consulate. And just keep in mind that, again, each consulate or each embassy has a little bit different process. So if we are doing Taiwanese documents that have been notarized in California, they could either be handled by the consulate in Los Angeles or the consulate in San Francisco. And each one of those has their own specific forms and requirements for legalization.

Helena: All right. So now let's talk about the non-governmental notarized documents. So remember, those documents that might be something like board resolutions or meeting minutes or bank statements, things like that, transcripts. So Kelly, walk us through this and explain how this can be such a different process.

Kelly: Okay. So keep in mind your document has to be notarized. And then it gets submitted. If it's to a county that requires authentication, it would go to the county for authentication, and then it would go to the state for authentication. Again, not all states require the county authentication. From there, it would go to the U.S. Department of State's Office for their authentication. And then it would go to the embassy or the consulate for them to legalize the document.

Time frames, it really just depends on the country itself. Some of them are fairly simple, and they can do it quickly. There are a few out there that may take four, six, eight weeks to get stuff done. It just depends daily as to what their workload is and whether or not they can process it quickly.

When we talk about authentication by the U.S. Department of State's Office, this document that we're looking at here is their authentication. It basically says the document is valid from the state wherever it was issued. And in this case, this document was being used in Ethiopia, and it was submitted through the New York consulate there in New York City. It has, if you look on there, a little white sticker that has Ethiopia's information on it, a date, and they put a barcode because they actually require a digital confirmation of the filings of the document. And a lot of countries are going to that right now. Again, if you get something authenticated through the U.S. Department of State's Office, it's going to look like this. And if it's something you're doing that has an apostille, it would be the version we talked about the first time around.

Helena: So in a moment, we're going to get into kind of talking about some of the other MENA countries and how things might be a little bit more complex. But what we wanted to do was we wanted to spotlight kind of the Middle East, North Africa kind of area, very, very Eastern Europe, I guess I should say, with Turkey, those countries that are part of the Hague Apostille Convention. So you can see we've got listed over here is Bahrain, Oman, Israel, Turkey, Saudi Arabia, and Pakistan. We talked about Saudi Arabia and Pakistan earlier, that they were most recent, that they joined since 2021. But these are the countries where you can do apostilling.

So on the previous slide, we talked about the countries in the Middle East that do allow for apostilling. Now what we're going to do is we're going to pivot to those that are not part of the Hague Convention and so now require the legalizing. And so Kelly is going to talk a little bit about this. But what I do want to tell the audience is the phrase that I like to use is something is a fluid situation, and it changes frequently. And that's especially in this space. When Kelly and I were doing prep for our webinar, he told me, well, the processes for the UAE recently changed. So Kelly, why don't you kind of talk about that and then some of these little intricacies here?

Kelly: Sure. The change in the UAE was that they have outsourced their legalization process, and they didn't give anybody any notification upfront. In fact, the only way we learned about it is our courier went in there to drop off documents, and they were informed there's a new procedure. So day to day there can be changes with these embassies and the consulates.

There are also requirements, such as Lebanon, that require a letter of authorization and possibly even a copy of the signer's ID, which could be either a driver's license or a passport. Different other countries may not even have an embassy here. They are handled through either an alternative embassy or through a different process of getting the document not necessarily legalized but authenticated so that it can be used in those other countries.

And as an example of countries that require additional documents or additional requirements, we talked about Taiwan earlier as having a different consulate. Each one of the consulates has a little bit different process, and they may even have a different application form and requirement for their location. Again, Lebanon requires a letter. Taiwan requires letters. The Algerian embassy and the California Egyptian Consulate require IDs of the agents being appointed on the power of attorney. The embassies, again as Helena said earlier, they often call us and have questions about the documents and/or needing more additional documents to be able to legalize the document.

Again, if you have any questions, you're welcome to give us a call or reach out to us at legalizations@csglobal.com, and we will be more than happy to help you with any questions that you may have.

Helena: So let's talk about our top takeaways that we have over here. If you've heard one thing and have heard it a lot of times, it's anticipate delays and be prepared to provide supplemental documents and information. So Kelly detailed some of that.

Understand those Hague Apostille Convention countries. There are 120 plus countries that are part of that. If you have both countries that are part of it, that you can use the apostilling process, it's so much faster and so much easier. But remember, both countries have got to be signatories to the Hague Convention, both the issuing country and the receiving country.

And if you've got a U.S. document that's going to be used in a non-Hague country, that process involves authentication possibly plus that legalization. You will definitely need more time to process this because it's multiple jurisdictions. And if it happens to be a non-governmental document, it will probably take a little bit longer.

And again, some countries have got more complex requirements. That can be from the embassies. It can be from the consulates. There's no uniformity with this. It's a fluid situation, and it changes. But you might need application forms, authorization letters, photo IDs of signers, agents, applicants. It can be all kinds of different things.

If you've got questions, reach out to legalizations@cscglobal.com. They can help you out with all of that. If you're reaching out to CSC for help with legalizations, again, send that direct email to legalizations@cscglobal.com, and we can help you out with that. Let us know the types of documents that you have, how many of them, the jurisdictions they're coming from, if it's U.S. or if it's others, where they're going to, and then certainly let us know where CSC needs to ship the originals upon completion. So we can help you out with all of that.

If you're listening to our webinar about legalizations and authentications, you may definitely have international entity governance needs. And this can be a very complex and challenging area. And just remember, CSC is out here to help you. Feel free to reach out to your account rep. Or for that matter, you could even email legalizations@cscglobal.com, and they can forward that email if you need any assistance, and the proper team can help you.

And in keeping with that same vein of if you do need apostilles and legalizations and you're listening to us, you might also need global subsidiary management services. So CSC is very ready and able to help you out. We've got annual compliance services, transaction services, and then things like specialized things, such as payroll, tax compliance, accounting. We can help you with all of that. Again, just reach out to us and we can help.