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Statutes

"A foreign corporation may not do business in the state until it obtains a certificate of authority from the secretary of state. Certain activities listed do not constitute transacting business; however, the list is not exhaustive. MO. REV. STAT. § 351.572.

The application for a certificate of authority 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 satisfies the requirements of section 351.584;
(2) The name of the state or country under whose law it is incorporated;
(3) Its date of incorporation and period of duration;
(4) The street address of its principal office;
(5) The address of its registered office in this state and the name of its registered agent at that office;
(6) The names and usual business addresses of its current directors and officers; and
(7) Such other information as the secretary of state shall determine is necessary to calculate any fees or taxes associated with the issuance of a certificate. MO. REV. STAT. § 351.576 .

A certificate of authority authorizes the foreign corporation to transact business, but the state retains the right to revoke the certificate as provided. A foreign corporation has the same but no greater privileges as, and except as otherwise provided, is subject to the same duties, restrictions, penalties, and liabilities imposed on, a domestic corporation. MO. REV. STAT. § 351.582.

Conditions under which a certificate of authority may be revoked are contained within MO. REV. STAT. § 351.598.

Provisions regarding corporate name requirements are included in MO. REV. STAT. § 351.584.

Provisions regarding registered office and agent are included in MO. REV. STAT. § 351.586.

Provisions regarding service of process on a foreign corporation are included in MO. REV. STAT. § 351.594.

Cases

Comments

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Contributors

Brad Nielsen, Esq.

The statutory information was edited and reviewed with the support of MultiState

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