2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 1 - General Provisions
161 - Domestication of certain alien associations.

                               SUBCHAPTER D
                DEFINITIVE AND CONTINGENT DOMESTICATION OF
                            ALIEN ASSOCIATIONS

     Sec.
     161.  Domestication of certain alien associations.
     162.  Contingent domestication of certain alien associations.

        Enactment.  Subchapter D was added as Subchapter C December
     21, 1988, P.L.1444, No.177, effective October 1, 1989, and was
     relettered to Subchapter D December 19, 1990, P.L.834, No.198,
     effective immediately.
        Subchapter Heading.  The heading of Subchapter D was amended
     December 19, 1990, P.L.834, No.198, effective immediately.
     § 161.  Domestication of certain alien associations.
        (a)  General rule.--Except as restricted by subsection (e),
     any association as defined in subsection (f) may become a
     domestic association by filing in the Department of State a
     statement of domestication.
        (b)  Statement of domestication.--The statement of
     domestication shall be executed by the association and shall set
     forth in the English language:
            (1)  The name of the association. If the name is in a
        foreign language, it shall be set forth in Roman letters or
        characters or Arabic or Roman numerals. If the name is one
        that is rendered unavailable for use by a corporation by any
        provision of section 1303(b) or (c) (relating to corporate
        name), the association shall adopt a new name, in accordance
        with any procedures for changing the name of the association
        that are applicable prior to the domestication of the
        association, and shall set forth the new name in the
        statement.
            (2)  The name of the jurisdiction under the laws of which
        and the date on which it was first formed, incorporated or
        otherwise came into being.
            (3)  The name of the jurisdiction that constituted the
        seat, siege social or principal place of business or control
        administration of the association, or any equivalent under
        applicable law, immediately prior to the filing of the
        statement.
            (4)  A statement of the type of domestic association that
        the association will be upon domestication.
            (5)  A statement that the filing of the statement of
        domestication and, if desired, the renunciation of the prior
        domicile has been authorized (unless its charter or other
        organic documents require a greater vote) by a majority in
        interest of the shareholders, members or other proprietors of
        the association.
            (6)  If the association will be a type of domestic
        association that is created by a filing in the department,
        such other provisions as are required to be included in an
        initial filing to create that type of domestic association,
        except that it shall not be necessary to set forth the name
        of the person organizing the association.
            (7)  Any other provision that the association may choose
        to insert unless this title prohibits the inclusion of such a
        provision in a filing that creates the type of domestic
        association that the association will be upon domestication.
        (c)  Execution.--The statement shall be signed on behalf of
     the association by any authorized person.
        (d)  Effect of domestication.--Upon the filing of the
     statement of domestication, the association shall be
     domesticated in this Commonwealth and the association shall
     thereafter be subject to any applicable provisions of this title
     and any other provisions of law applicable to associations
     existing under the laws of this Commonwealth. If the association
     will be a type of domestic association that is created by a
     filing in the department, the statement of domestication shall
     constitute that filing. The domestication of any association in
     this Commonwealth pursuant to this section shall not be deemed
     to affect any obligations or liabilities of the association
     incurred prior to its domestication.
        (e)  Exclusion.--An association that can be domesticated
     under any of the following sections shall not be domesticated
     under this section:
            Section 4161 (relating to domestication).
            Section 6161 (relating to domestication).
            Section 8590 (relating to domestication).
            Section 8982 (relating to domestication).
            Section 9501(a)(1)(ii) (relating to application and
        effect of chapter).
        (f)  Definition.--As used in this section, the term
     "association," except as restricted by subsection (e), includes
     any alien incorporated organization, private law corporation
     (whether or not organized for business purposes), public law
     corporation, partnership, proprietorship, joint venture,
     foundation, trust, association or similar organization or entity
     existing under the laws of any jurisdiction other than this
     Commonwealth.
        (g)  Cross references.--See sections 134 (relating to
     docketing statement) and 135 (relating to requirements to be met
     by filed documents).
     (Dec. 19, 1990, P.L.834, No.198, eff. imd.; June 22, 2001,
     P.L.418, No.34, eff. 60 days)

        2001 Amendment.  Act 34 amended subsecs. (b), (d), (e), (f)
     and (g) and carried without amendment subsec. (c).
        1990 Amendment.  Act 198 renumbered section 151 to section
     161 and amended the section heading and subsecs. (e) and (f).
        Cross References.  Section 161 is referred to in section 162
     of this title.