355.806. Revocation of certificate of authority, grounds. - Missouri Statutes

Revocation of certificate of authority, grounds.

355.806. 1. The secretary of state may commence a proceeding undersection 355.811 to revoke the certificate of authority of a foreigncorporation authorized to transact business in this state if:

(1) The foreign corporation does not deliver the corporateregistration report to the secretary of state within thirty days after itis due;

(2) The foreign corporation does not pay within thirty days afterthey are due any fees or penalties imposed by this chapter;

(3) The foreign corporation is without a registered agent orregistered office in this state for thirty days or more;

(4) The foreign corporation does not inform the secretary of stateunder section 355.786 or 355.791 that its registered agent or registeredoffice has changed, that its registered agent has resigned, or that itsregistered office has been discontinued within thirty days of the change,resignation, or discontinuance;

(5) An incorporator, director, officer or agent of the foreigncorporation signed a document such person knew was false in any materialrespect with intent that the document be delivered to the secretary ofstate for filing;

(6) The secretary of state receives a duly authenticated certificatefrom the secretary of state or other official having custody of corporaterecords in the state or country under whose law the foreign corporation isincorporated stating that it has been dissolved or disappeared as theresult of a merger; or

(7) The corporation procured its certificate of authority throughfraud practiced on the state.

2. The attorney general may commence a proceeding under section355.811 to revoke the certificate of authority of a foreign corporationauthorized to transact business in this state if:

(1) The corporation has continued to exceed or abuse the authorityconferred upon it by law;

(2) The corporation would have been a public benefit corporationother than a church or convention or association of churches had it beenincorporated in this state and that its corporate assets in this state arebeing misapplied or wasted; or

(3) The corporation would have been a public benefit corporationother than a church or convention or association of churches had it beenincorporated in this state and it is no longer able to carry out itspurposes.

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