Section 355.811

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 355

Effective - 28 Aug 2009   

  355.811.  Procedure, effect of revocation. — 1.  The secretary of state upon determining that one or more grounds exist under section 355.806 for revocation of a certificate of authority shall serve the foreign corporation with written notice of that determination under section 355.796.

  2.  The attorney general upon determining that one or more grounds exist under subsection 2 of section 355.806 for revocation of a certificate of authority shall request the secretary of state to serve, and the secretary of state shall serve the foreign corporation with written notice of that determination under section 355.796.

  3.  If the foreign corporation does not correct each ground for revocation or demonstrate to the reasonable satisfaction of the secretary of state or attorney general that each ground for revocation determined by the secretary of state or attorney general does not exist within sixty days after service of the notice is perfected under section 355.796, the secretary of state may revoke the foreign corporation's certificate of authority by signing a certificate of revocation that recites the ground or grounds for revocation and its effective date.  The secretary of state shall file the original of the certificate and serve a copy on the foreign corporation under section 355.796.

  4.  The authority of a foreign corporation to transact business in this state ceases on the date shown on the certificate revoking its certificate of authority.

  5.  The secretary of state's revocation of a foreign corporation's certificate of authority appoints the secretary of state the foreign corporation's agent for service of process in any proceeding based on a cause of action which arose during the time the foreign corporation was authorized to transact business in this state.  Service of process on the secretary of state under this subsection is service on the foreign corporation.  Upon receipt of process, the secretary of state shall mail a copy of the process to the secretary of the foreign corporation at its principal office shown in its most recent corporate registration report or in any subsequent communications received from the corporation stating the current mailing address of its principal office, or, if none are on file, in its application for a certificate of authority.

  6.  Revocation of a foreign corporation's certificate of authority does not terminate the authority of the registered agent of the corporation.

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(L. 1994 H.B. 1095, A.L. 2009 H.B. 481)