Section 347.030

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 347

Effective - 28 Aug 1998   

  347.030.  Maintenance of office and agent for service of process — change of office or agent, filing, contents — effective, when — change upon filing by agent, contents — agent may resign, filing, contents. — 1.  Each limited liability company shall have and continuously maintain in this state:

  (1)  A registered office which may be, but need not be, the same as a place of its business in this state;

  (2)  A registered agent for service of any process, notice or demand required or permitted by law to be served upon the limited liability company, which agent may be either an individual, resident of this state, whose business office is identical with such registered office, or a domestic or foreign corporation authorized to do business in this state, and whose business office is identical with such registered office.  Except as provided in this section and subdivision (5) of section 347.153, the secretary shall not be appointed as the resident agent for any limited liability company.

  2.  A limited liability company may, from time to time, change its registered agent or the address of its registered office.  A limited liability company shall change its registered agent if the office of its registered agent shall become vacant for any reason, if its registered agent becomes disqualified or incapacitated to act, or if the limited liability company revokes the appointment of its registered agent.  A limited liability company may change its registered agent or the address of its registered office, or both, by a filing with the secretary, a statement setting forth:

  (1)  The name of the limited liability company;

  (2)  The address, including street and number, if any, of its then registered office;

  (3)  If the address of its registered office is to be changed, the address, including street and number, if any, to which the registered office is to be changed;

  (4)  The name of its then registered agent;

  (5)  If its registered agent is to be changed, the name of its successor registered agent and the successor registered agent's written consent to the appointment either on the statement or attached thereto;

  (6)  That the address of its registered office and the address of the business office of its registered agent, as changed, will be identical; and

  (7)  That such change was authorized by the limited liability company.

  3.  The change of address of the registered office, or the change of the registered agent, or both, as the case may be, shall become effective upon the filing of such statement by the secretary.

  4.  If a registered agent changes the street address of his business office, he may change the street address of the registered office of any limited liability company for which he is the registered agent by notifying the limited liability company in writing of the change and signing, either manually or in facsimile, and delivering to the secretary of state for filing a statement of change that complies with the requirements of subdivisions (1) to (6) of subsection 2 of this section and recites that the limited liability company has been notified of the change.

  5.  The change of an address of the registered office shall become effective upon the filing of the statement by the secretary.

  6.  Any registered agent of a limited liability company may resign as such agent by the filing with the secretary duplicate originals of a statement, on a form approved by the secretary, setting forth:

  (1)  The name of the limited liability company;

  (2)  The address, including street and number, if any, of its then registered office;

  (3)  The name of such registered agent; and

  (4)  A representation that such registered agent has given written notice of such agent's resignation and a copy of such statement to the limited liability company.  Such resignation shall become effective upon expiration of thirty days after receipt of such statement by the secretary, or on the appointment of a new registered agent, whichever occurs earlier.

­­--------

(L. 1993 S.B. 66 & 20 § 359.706, A.L. 1998 S.B. 844)