14A:4-3. Change of registered office or registered agent

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A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

Change of registered office or registered agent.

(1)A domestic corporation or a foreign corporation authorized to transact business in this State may change its registered office or its registered agent, or both. When the registered office is changed, or when the registered agent is changed, or dies, resigns or becomes disqualified, the corporation shall, by resolution of the board, forthwith fix the address of the new registered office or designate the successor registered agent or both, as the case may be.

(2)Such corporation shall forthwith file in the office of the Secretary of State a certificate executed on behalf of the corporation setting forth

(a)the name of the corporation;

(b)if the registered agent is not being changed, the name of the registered agent;

(c)if the registered agent is being changed, the names of the registered agent being succeeded and of the successor registered agent;

(d)if the registered office is not being changed, the address of the then registered office;

(e)if the registered office is being changed, the address of the registered office immediately prior to the change, and the address of the new registered office;

(f)that the address of its registered office and the address of its registered agent will be identical after the change; and

(g)that the change in registered office, or registered agent, or both, is made pursuant to resolution of the board.

(3)The registered agent of one or more domestic or foreign corporations may change the registered office of such corporation or corporations to another address in this State by filing in the office of the Secretary of State a certificate executed by such agent and setting forth

(a)the names of all the corporations whose registered offices are being changed and for which he or it is the registered agent, listed in alphabetical order;

(b)the address of the registered office of each such corporation immediately prior to the change, and the address of the new registered office;

(c)that the address of the registered office of each such corporation and the address of its registered agent will be identical after the change; and

(d)a statement that at least 20 days' prior notice of the change has been given to each such corporation in writing.

The change of the registered office of each of the corporations named in the certificate shall become effective upon the date of such filing or at such later time, not to exceed 30 days after the date of filing, as may be set forth in the certificate.

(4)(Deleted by amendment, P.L.1997, c.139.)

L.1968, c.350; amended 1969, c.102, ss.3,17; 1971, c.253, s.1; 1977, c.34, s.1; 1997, c.139, s.1.