N.Y. Business Corporation Law § 1304: Application for authority; contents

§ 1304. Application for authority; contents.

(a) A foreign corporation may apply for authority to do business in

this state. An application, entitled "Application for authority of

...... (name of corporation) under section 1304 of the Business

Corporation Law", shall be signed and delivered to the department of

state. It shall set forth:

(1) The name of the foreign corporation.

(2) The fictitious name the corporation agrees to use in this state

pursuant to section 1301 of this chapter, if applicable.

(3) The jurisdiction and date of its incorporation.

(4) The purpose or purposes for which it is formed, it being

sufficient to state, either alone or with other purposes, that the

purpose of the corporation is to engage in any lawful act or activity

for which corporations may be organized under this chapter, provided

that it also state that it is not formed to engage in any act or

activity requiring the consent or approval of any state official,

department, board, agency or other body without such consent or approval

first being obtained. By such statement all lawful acts and activities

shall be within the purposes of the corporation, except for express

limitations therein or in this chapter, if any.

(5) The county within this state in which its office is to be located.

(6) A designation of the secretary of state as its agent upon whom

process against it may be served and the post office address within or

without this state to which the secretary of state shall mail a copy of

any process against it served upon him or her. The corporation may

include an email address to which the secretary of state shall email a

notice of the fact that process against it has been electronically

served upon him or her.

(7) If it is to have a registered agent, his name and address within

this state and a statement that the registered agent is to be its agent

upon whom process against it may be served.

(8) A statement that the foreign corporation has not since its

incorporation or since the date its authority to do business in this

state was last surrendered, engaged in any activity in this state,

except as set forth in paragraph (b) of section 1301 (Authorization of

foreign corporations), or in lieu thereof the consent of the state tax

commission to the filing of the application, which consent shall be

attached thereto.

(b) Attached to the application for authority shall be a certificate

by an authorized officer of the jurisdiction of its incorporation that

the foreign corporation is an existing corporation. If such certificate

is in a foreign language, a translation thereof under oath of the

translator shall be attached thereto.