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§31D-15-1502. Consequences of Transacting Business Without Authority

(a) A foreign corporation transacting business in this state without a certificate of authority may not maintain a proceeding in any circuit court in this state until it obtains a certificate of authority. (b) The successor to a foreign corporation that transacted business in this state without a certificate of authority and the assignee of […]

§31D-15-1503. Application for Certificate of Authority

(a) A foreign corporation may apply for a certificate of authority to transact business in this state by delivering an application to the Secretary of State for filing. The application must set forth: (1) The name of the foreign corporation or, if its name is unavailable for use in this state, a corporate name that […]

§31D-15-1504. Amended Certificate of Authority

(a) A foreign corporation authorized to transact business in this state must obtain an amended certificate of authority from the Secretary of State if it changes: (1) Its corporate name;

§31D-15-1505. Effect of Certificate of Authority

(a) A certificate of authority authorizes the foreign corporation to which it is issued to transact business in this state subject to the right of the state to revoke the certificate as provided in this chapter. (b) A foreign corporation with a valid certificate of authority has the same rights and has the same privileges […]

§31D-15-1506. Corporate Name of Foreign Corporation

(a) If the corporate name of a foreign corporation does not satisfy the requirements of section four hundred one, article four of this chapter, the foreign corporation to obtain or maintain a certificate of authority to transact business in this state: (1) May add the word "corporation", "incorporated", "company" or "limited" or the abbreviation "corp.", […]

§31D-15-1509. Resignation of Registered Agent of Foreign Corporation

(a) The registered agent of a foreign corporation may resign his or her agency appointment by signing and delivering to the Secretary of State for filing a statement of resignation. The statement of resignation may include a statement that the registered office is also discontinued. (b) After filing the statement, the Secretary of State shall […]

§31D-15-1510. Service on Foreign Corporation

(a) The registered agent of a foreign corporation authorized to transact business in this state is the corporation's agent for service of process, notice or demand required or permitted by law to be served on the foreign corporation. (b) A foreign corporation may be served by registered or certified mail, return receipt requested, addressed to […]

§31D-15-1520. Withdrawal of Foreign Corporation

§31D-15-1520. Withdrawal of foreign corporation. (a) A foreign corporation authorized to transact business in this state may not withdraw from this state until it obtains a certificate of withdrawal from the Secretary of State. (b) A foreign corporation authorized to transact business in this state may apply for a certificate of withdrawal by delivering an […]

§31D-15-1521. Revocation of Withdrawal

(a) A corporation may revoke its withdrawal within one hundred twenty days of its effective date. (b) Revocation of withdrawal must be authorized in the same manner as the withdrawal was authorized unless that authorization permitted revocation by action of the board of directors alone, in which event the board of directors may revoke the […]

§31D-15-1530. Grounds for Revocation

The Secretary of State may commence a proceeding under section one thousand five hundred thirty-one of this article to revoke the certificate of authority of a foreign corporation authorized to transact business in this state if: (1) The foreign corporation does not pay within sixty days after they are due any fees, franchise taxes or […]

§31D-15-1531. Procedure for and Effect of Revocation

(a) If the Secretary of State determines that one or more grounds exist under section one thousand five hundred thirty of this article for revocation of a certificate of authority, he or she shall serve the foreign corporation with written notice of his or her determination pursuant to section one thousand five hundred ten of […]

§31D-15-1532. Reinstatement Following Administrative Revocation

(a) A corporation that has had its certificate of authority administratively revoked under section one thousand five hundred thirty-one of this article may apply to the Secretary of State for reinstatement within two years after the effective date of revocation. The application must: (1) Recite the name of the corporation and the effective date of […]

§31D-15-1533. Appeal From Denial of Reinstatement

(a) If the Secretary of State denies a corporation's application for reinstatement following administrative revocation, the Secretary of State shall notify the corporation within thirty days of application by written notice that explains the reason or reasons for denial. (b) The corporation may appeal the denial of reinstatement to the circuit court of Kanawha County […]