48-11-309 - Certificate of existence. - Tennessee Statutes

48-11-309. Certificate of existence.

(a)  Anyone may apply to the secretary of state to furnish a certificate of existence for a domestic corporation or a certificate of authorization for a foreign corporation.

(b)  A certificate of existence or authorization sets forth:

     (1)  The domestic corporation's corporate name or the foreign corporation's corporate name used in this state;

     (2)  That:

          (A)  The domestic corporation is duly incorporated under the laws of this state, the date of its incorporation, and the period of its duration if less than perpetual; or

          (B)  The foreign corporation is authorized to transact business in this state;

     (3)  That all fees, taxes and penalties owed to this state have been paid, if:

          (A)  Payment is reflected in the records of the secretary of state or the department of revenue; and

          (B)  Nonpayment affects the existence or authorization of the domestic or foreign corporation;

     (4)  That its most recent annual report required by § 48-26-203 has been filed with the secretary of state;

     (5)  That articles of termination of corporate existence have not been filed and whether or not articles of dissolution have been filed; and

     (6)  Other facts of record in the office of the secretary of state that may be requested by the applicant.

(c)  Subject to any qualification stated in the certificate, a certificate of existence or authorization issued by the secretary of state may be relied upon as conclusive evidence that the domestic or foreign corporation is in existence or is authorized to transact business in this state and is in good standing.

[Acts 1986, ch. 887, § 1.38; 1987, ch. 273, § 18; 1991, ch. 188, § 12; 1994, ch. 776, § 5.]