Section 351.572

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 351

Effective - 28 Aug 1990   

  351.572.  Authority to transact business required. — 1.  A foreign corporation may not transact business in this state until it obtains a certificate of authority from the secretary of state.

  2.  The following activities, among others, do not constitute transacting business within the meaning of subsection 1 of this section:

  (1)  Maintaining, defending, or settling any proceeding;

  (2)  Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs;

  (3)  Maintaining bank accounts;

  (4)  Maintaining offices or agencies for the transfer, exchange, and registration of the corporation's own securities or maintaining trustees or depositories with respect to those securities;

  (5)  Creating or acquiring indebtedness, mortgages, and security interests in real or personal property;

  (6)  Securing or collecting debts or enforcing mortgages and security interests in property securing the debts;

  (7)  Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature;

  (8)  Transacting business in interstate commerce.

  3.  The list of activities in subsection 2 of this section is not exhaustive.

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(L. 1990 H.B. 1432)

CROSS REFERENCE:

Foreign registered limited liability partnership not deemed to be transacting business in this state under corporate laws, 347.163