47-1A-1523. Transfer of authority. A foreign business corporation authorized to transact business in this state that converts to any form of foreign unincorporated entity that is required to obtain a certificate of authority or make a similar type of filing with the Office of the Secretary of State if it transacts business in this state shall file with the Office of the Secretary of State an application for transfer of authority executed by any officer or other duly authorized representative. The application shall set forth:
(1) The name of the corporation;
(2) The type of unincorporated entity to which it has been converted and the jurisdiction whose laws govern its internal affairs;
(3) Any other information that would be required in a filing under the laws of this state by an unincorporated entity of the type the corporation has become seeking authority to transact business in this state.
The application for transfer of authority shall be delivered to the Office of the Secretary of State for filing and shall take effect at the effective time provided in §§ 47-1A-123 and 47-1A-123.1.
Upon the effectiveness of the application for transfer of authority, the authority of the corporation under §§ 47-1A-1501 to 47-1A-1532, inclusive, to transact business in this state shall be transferred without interruption to the converted entity which shall thereafter hold such authority subject to the provisions of the laws of this state applicable to that type of unincorporated entity.
Source: SL 2005, ch 239, § 366.
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