2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 1 - General Provisions
135 - Requirements to be met by filed documents.

     § 135.  Requirements to be met by filed documents.
        (a)  General rule.--A document shall be accepted for filing
     by the Department of State if it satisfies the following
     requirements:
            (1)  The document purports on its face to relate to
        matters authorized or required to be filed under this title
        or contains a caption indicating that relationship and, if no
        applicable statement has been prescribed under section 134
        (relating to docketing statement), contains sufficient
        information to permit the department to prepare a docket
        record entry:
                (i)  Identifying the name of the association or other
            person to which the document relates.
                (ii)  Identifying the association or associations, if
            any, the existence of which is to be created, extended,
            limited or terminated by reason of the filing and the
            duration of existence of any such association.
                (iii)  Specifying the date upon which the creation or
            termination of existence, if any, of the association or
            associations effected by the filing will take effect.
            (2)  The document complies with any regulations
        promulgated by the department pursuant to section 133(d)
        (relating to physical characteristics and copies of
        documents) and is accompanied by any applicable statement
        prescribed under section 134.
            (3)  In the case of a document that creates a new
        association or effects or reflects a change in name:
                (i)  the document is accompanied by evidence that the
            proposed name has been reserved by or on behalf of the
            applicant; or
                (ii)  the proposed name is available for use under
            the applicable standard established by this title and any
            other applicable provision of law.
            (4)  In the case of any other document that sets forth a
        name or mark, the proposed name or mark is available for use
        under the applicable standard established by law.
            (5)  All fees, taxes and certificates or statements
        relating thereto required by section 139 (relating to tax
        clearance of certain fundamental transactions) or otherwise
        have been tendered therewith.
            (6)  All certificates and other instruments required by
        statute evidencing the consent or approval of any department,
        board, commission or other agency of this Commonwealth as a
        prerequisite to the filing of the document in the Department
        of State have been incorporated into, attached to or
        otherwise tendered with the document.
            (7)  It is executed. The department shall not examine a
        document to determine whether the document has been executed
        by an authorized person or by sufficient authorized persons
        or otherwise is duly executed. A document shall be deemed
        executed if it contains a facsimile signature, so long as the
        operative portions of the document meet any applicable
        requirements prescribed under section 133(d) (relating to
        physical characteristics and copies of documents).
        (b)  Attorney-in-fact.--Any person, other than an
     incorporator or officer of a corporation, as such, may sign a
     document by an attorney-in-fact or fiduciary. It shall not be
     necessary to present to or file in the department the original
     or a copy of any document evidencing the authority of an
     attorney-in-fact or fiduciary.
        (c)  Addresses.--
            (1)  Whenever any provision of this title requires that
        any person set forth an address in any document, such
        provision shall be construed to require the submission of an
        actual street address or rural route box number, and the
        department shall refuse to receive or file any document that
        sets forth only a post office box address.
            (2)  Whenever any provision of this title requires the
        statement of a registered office address in any document
        filed in the department, such provision shall be construed to
        require the statement also of the county in which the
        registered office address is located.
        (d)  Method of filing.--The department may prescribe by
     regulation procedures for filing documents by electronic mail,
     facsimile transmission, telex or other similar means of
     communication.
        (e)  Distinguishable names.--A name shall not be considered
     distinguishable upon the records of the department from another
     name for purposes of this title and 54 Pa.C.S. (relating to
     names) solely because the names differ from each other in any or
     all of the following respects:
            (1)  Use of punctuation marks.
            (2)  Use of a definite or indefinite article.
            (3)  Use of any of the following terms to designate the
        status of an association: corporation, company, incorporated,
        limited, association, fund, syndicate, limited partnership,
        limited liability company, trust or business trust. This
        paragraph includes abbreviations, in any language, of the
        terms listed in this paragraph.
     (Dec. 19, 1990, P.L.834, No.198; June 22, 2000, P.L.356, No.43,
     eff. 60 days)

        2000 Amendment.  Act 43 added subsec. (e).
        1990 Amendment.  Act 198 amended subsec. (c) and added
     subsecs. (a)(7) and (d), effective in four months as to subsec.
     (c)(2) and immediately as to the other amendments.
        Cross References.  Section 135 is referred to in sections
     133, 136, 137, 138, 161, 162, 1104, 1109, 1303, 1311, 1931,
     1955, 1977, 1989, 4126, 4161, 5104, 5109, 5303, 5311, 5977,
     5989, 8201, 8205, 8511, 8519, 8546, 8579, 8590, 8906, 8907,
     8908, 8914, 8951, 8957, 8958, 8964, 8975, 8982 of this title;
     sections 103, 503 of Title 54 (Names).