2019 New Mexico Statutes
Chapter 53 - Corporations
Article 17 - Business Corporations; Foreign Corporations
Section 53-17-6 - Filing of application for certificate of authority.
A. A corporation applying for a certificate of authority shall deliver to the commission [secretary of state]:
(1) an original of the application of the corporation for a certificate of authority together with a copy, which may be signed, photocopied or conformed;
(2) a certificate of good standing and compliance issued by the appropriate official of the state or country under the laws of which the corporation is incorporated, current within thirty days and which has not expired at the time of receipt by the commission [secretary of state]; and
(3) a statement executed by the designated registered agent acknowledging his acceptance of the appointment by the filing corporation as its registered agent, if the agent is an individual, or a statement executed by an authorized officer of a corporation that is the designated registered agent in which the officer acknowledges the corporation's acceptance of the appointment by the filing corporation as its registered agent, if the agent is a corporation.
B. If the commission [secretary of state] finds that the application and the statement conform to law, it shall, when all fees have been paid:
(1) endorse on the original and copy the word "filed" and the month, day and year of the filing;
(2) file in its office the original of the application, the statement and the copy of the articles of incorporation and amendments thereto; and
(3) issue a certificate of authority to transact business in this state to which it shall affix the file-stamped copy.
C. The certificate of authority, together with the file-stamped copy of the application affixed to it shall be returned by the commission [secretary of state] to the corporation or its representative.
History: 1953 Comp., § 51-30-6, enacted by Laws 1967, ch. 81, § 108; 1977, ch. 103, § 14; 1983, ch. 304, § 65; 2001, ch. 200, § 67.
ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law.
Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978.
Compiler's notes. — This section is derived from Section 111 of the ABA Model Business Corporation Act.
The 2001 amendment, effective July 1, 2001, substituted "a statement" for "an affidavit" throughout the section; in Subsection A, inserted the paragraph designations and the introductory language; substituted "an original" for "duplicate originals" and inserted "together with a copy, which may be signed, photocopied or conformed" in Paragraph (1); inserted "current within thirty days and which has not expired at the time of receipt by the commission" in Paragraph (2); substituted "an authorized officer" for "the president or vice president" in Paragraph (3); in Subsection B, substituted "the original and copy" for "each of the documents" in Paragraph (1), substituted "the original" for "one of the duplicate originals" in Paragraph (2), substituted "file-stamped copy" for "other duplicate original application" in Paragraph (3); and in Subsection C, substituted "file-stamped copy" for "duplicate original".
The 1983 amendment, effective June 17, 1983, deleted "together with a copy of its articles of incorporation and all amendments thereto, duly authenticated by the proper officer of the state or country under the laws of which it is incorporated" at the end of Subsection A, substituted "conform" for "conforms" and deleted "and franchise taxes" following "fees" in the introductory language of Subsection B.
Am. Jur. 2d, A.L.R. and C.J.S. references. — 36 Am. Jur. 2d Foreign Corporations §§ 220, 221.
