§ 352-a. Foreign corporation to make designation. 1. If the stocks, bonds or other securities of a foreign corporation, association, common law trust or similar organization are offered or advertised for sale within the state of New York and such corporation, association, common law trust or other organization has not filed pursuant to laws heretofore or hereafter existing the designation of a person upon whom process against it may be served or the designation of the secretary of state as such person pursuant to section thirteen hundred four of the business corporation law or other laws heretofore or hereafter existing or, in lieu thereof, an instrument in writing duly acknowledged and filed in the office of the secretary of state designating the secretary of state as the person upon whom may be served any subpoena, subpoena duces tecum or other process directed to such foreign corporation, association, common law trust or similar organization and issued in any investigation, examination or proceeding pending or about to be instituted under and pursuant to the provisions of this article, the attorney-general may serve a notice upon such corporation, association, common law trust or similar organization, or upon any nonresident officer thereof, by mailing the same in a securely sealed postpaid wrapper addressed to such corporation, association, common law trust or similar organization or officer thereof at its or his last known place of business or residence, and may in such notice require that such corporation, association, common law trust or similar organization or such officer furnish a written statement, verified as required in said notice, giving the information therein specified relating to the stocks, bonds or other securities of such corporation, association, common law trust or similar organization or, in the alternative, that such corporation, association, common law trust or other organization, by its proper officer or officers, or such officer, shall appear within a reasonable time from the date of mailing of such notice at a designated place within this state for examination and shall produce at the time and place of such examination such books and papers of such corporation, association, common law trust or similar organization as may be designated in such notice.
2. If such corporation, association, common law trust or similar organization or such officer thereof shall fail to furnish the statement called for by such notice, or shall fail to appear pursuant thereto or to produce the books and papers required thereby to be produced, or refuse to submit to examination or to answer any proper question, the proof of such failure or refusal shall constitute prima facie evidence that the sale or offering for sale or advertisement of the stocks, bonds or other securities of such corporation, association, common law trust or similar organization constitutes a fraudulent practice within the meaning of this article and may in the discretion of the court be treated as a sufficient basis for a permanent injunction against the continuance of such fraudulent practice.
3. The department of state shall keep a record of each process served upon the secretary of state under this chapter, including the date of service. It shall, upon request made within ten years of such service, issue a certificate under its seal certifying as to the receipt of the process by an authorized person, the date and place of such service and the receipt of the statutory fee. Process served upon the secretary of state under this chapter shall be destroyed by him after a period of ten years from such service.
