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504A.9 Change of registered office or registered agent.

A corporation may change its registered office or change its registered agent or agents, or both office and agent or agents upon filing in the office of the secretary of state a statement setting forth:

1. The name of the corporation.

2. The address of its then registered office.

3. If the address of its registered office be changed, the address to which the registered office is to be changed.

4. The name of its then registered agent or agents.

5. If its registered agent or agents are changed, the name of its successor registered agent or agents, and the new agent's or agents' written consent, either on the statement, or by attaching the agent's or agents' consent to the appointment.

6. That the address of its registered office and the address of the business office of its registered agent or agents, as changed, will be identical.

The statement shall be delivered to the secretary of state for filing and recording in the secretary of state's office.

If a registered agent or agents change the agent's or agents' business address to another place within the same county, the agent or agents may change the address of the registered office of any corporations of which that person is registered agent by filing a statement as required above for each corporation, or a single statement for all corporations named therein, except that it need be signed only by the registered agent or agents and need not be responsive to subsection 5 above, and must recite that notification of such change has been mailed to each such corporation.

The change of address of registered office or the change of registered agent or agents or both registered office and agent or agents, as the case may be, shall become effective upon the filing of such statement by the secretary of state.

Any registered agent of a corporation may resign as such agent upon filing a written notice thereof, executed in duplicate, with the secretary of state, who shall record one copy and forthwith mail the other copy thereof to the corporation in care of an officer, who is not the resigning registered agent, at the address of such officer as shown by the most recent annual report of the corporation. The appointment of such agent shall terminate upon the expiration of thirty days after receipt of such notice by the secretary of state.

The secretary of state may provide for the change of registered office or registered agent on the form prescribed by the secretary of state for the annual report pursuant to section 504A.83, provided that the form contains the information required in this section. If the secretary of state determines that an annual report does not contain the information required by section 504A.83 but otherwise meets the requirements of this section for the purpose of changing the registered office or registered agent, the secretary of state shall file the statement of change of registered office or registered agent before returning the annual report to the corporation pursuant to section 504A.84. A statement of change of registered office or registered agent pursuant to this paragraph shall be executed by a person authorized to execute the annual report.

Section History: Early form

[C66, 71, 73, 75, 77, 79, 81, § 504A.9]

Section History: Recent form

89 Acts, ch 171, §1, 2; 90 Acts, ch 1164, § 10--;12; 93 Acts, ch 109, § 3

Internal References

Referred to in § 504A.32

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Last update: Mon Jan 27 16:05:08 CST 1997
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