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Indiana Code Title 23. Business and Other Associations § 23-0.5-5-11

Current as of January 02, 2024 | Updated by Findlaw Staff

Sec. 11. (a) The secretary of state may revoke the registration of a registered foreign entity, business trust, or agricultural cooperative if:

(1) the entity does not pay, not later than sixty (60) days after the due date, any fee, tax, interest, or penalty required to be paid to the secretary of state under this article or law of Indiana other than this article;

(2) the entity does not deliver to the secretary of state for filing, not later than sixty (60) days after the due date, a biennial report;

(3) the entity does not have a registered agent as required by IC 23-0.5-4-1;

(4) the entity does not deliver to the secretary of state for filing a statement of change under IC 23-0.5-4-6 not later than thirty (30) days after a change occurs in the name or address of the entity's registered agent;  or

(5) the secretary of state receives a duly authenticated certificate from the secretary of state or other official having custody of entity filings in the state or country under whose law the entity is registered stating that it has been dissolved or disappeared as the result of a merger.

(b) If the secretary of state determines that one (1) or more grounds exists under subsection (a) for revocation of a registration, the secretary of state shall provide to the foreign entity written notice of the determination, unless the secretary of state:

(1) receives a receipt showing failure of a previous attempt of service of process upon the entity's registered agent at the address of the registered office;  and

(2) determines that the secretary of state's office has no record of the entity's principal office address.

(c) The notice under subsection (b) must state:

(1) the effective date of the revocation, which must be at least sixty (60) days after the date the secretary of state delivers the copy;  and

(2) the grounds for revocation under subsection (a).

(d) The authority of a registered foreign entity to do business in Indiana ceases on the effective date of the notice of revocation under subsection (b), unless before that date the entity cures each ground for revocation stated in the notice.  If the entity cures each ground, the secretary of state shall file a record so stating.

(e) The secretary of state's revocation of a registration appoints the secretary of state the entity's agent for service of process in any proceeding based on a cause of action that arose during the time the entity was authorized to transact business in Indiana.  Service of process on the secretary of state under this subsection is service on the entity.  Upon receipt of process, the secretary of state shall mail a copy of the process to the entity at its principal office shown in its most recent biennial report or in any subsequent communication received from the entity stating the current mailing address of its principal office, unless the secretary of state:

(1) receives a receipt showing failure of a previous attempt of service of process upon the entity's registered agent at the address of the registered office;  and

(2) determines that the secretary of state's office has no record of the entity's principal office address.

(f) Revocation of an entity's registration does not terminate the authority of the registered agent of the entity.

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Cite this article: FindLaw.com - Indiana Code Title 23. Business and Other Associations § 23-0.5-5-11 - last updated January 02, 2024 | https://codes.findlaw.com/in/title-23-business-and-other-associations/in-code-sect-23-0-5-5-11/

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