303.17 LICENSE REVOCATION.
Subdivision 1. Grounds.
The certificate of authority of a foreign corporation to transact
business in this state shall be revoked by the secretary of state if it fails:
(1) to pay any fee due under the provisions of this chapter;
(2) to designate a registered agent when a vacancy occurs in that office, or when the
appointed registered agent becomes disqualified or incapacitated;
(3) to file certificates of merger or name change, as required in section
(4) to file an annual report; or
(5) to comply with the provisions of Minnesota Statutes 1949, section
, and acts
amendatory thereof and supplementary thereto, insofar as it relates to the limits of territory in
which a savings association organized under the laws of another state may carry on the business
of making real estate mortgages.
Subd. 2. Notice to corporation.
On finding that a default has occurred under subdivision
1, clauses (1) to (3) or (5), the secretary of state shall give notice by mail to the corporation, at
its registered office in this state, that the default exists and that its certificate of authority will be
revoked unless the default shall be cured within 30 days after the mailing of the notice.
Subd. 3. Revocation.
(a) The secretary of state shall revoke the certificate of authority
of a corporation that is in default under subdivision 1, clause (4), for failure to file an annual
registration form under section
(b) The secretary of state shall revoke the certificate of authority of a corporation that is in
default under subdivision 1, clauses (1) to (3) or (5), if the default is not cured within 30 days
after mailing the notice under subdivision 2; provided that for good cause shown the secretary of
state may extend the 30-day period from time to time, but in no event may the aggregate of all
extensions granted exceed 180 days or the period of time of any applicable extension granted
by the Department of Revenue for filing the income tax return of the corporation, whichever
Subd. 4. Certificate of revocation.
(a) Upon revoking the certificate of authority of a
corporation because of a default under subdivision 1, clauses (1) to (3) or (5), the secretary of
(1) issue a certificate of revocation; and
(2) mail to the corporation, at its registered office in this state, a notice of the revocation.
(b) Upon revoking the certificate of authority of a corporation because of a default under
subdivision 1, clause (4), the secretary of state shall issue a certificate of revocation, and the
certificate must be filed in the Office of the Secretary of State. No further notice to the corporation
(c) The secretary of state shall annually inform the attorney general and the commissioner of
revenue of the methods by which the names of corporations revoked under this section during
the preceding year may be determined. The secretary of state shall also make the names of the
revoked corporations available in an electronic format.
Subd. 5. Cessation of authority.
Upon the issuance of such certificate of revocation, the
authority of the corporation to transact business in this state shall cease.
History: (7495-17) 1935 c 200 s 17; 1951 c 220 s 1; 1976 c 181 s 2; 1978 c 674 s 60;
3Sp1981 c 2 art 1 s 43; 1984 c 618 s 23; 1986 c 444; 1989 c 236 s 10; 1991 c 205 s 11; 1994 c
438 s 6,7; 1995 c 202 art 1 s 25; 2001 c 64 s 1-3