351.120. Corporate registration report required, when--change in registered office or agent to be filed with report.
Corporate registration report required, when--change in registeredoffice or agent to be filed with report.
351.120. 1. Every corporation organized pursuant to the laws of thisstate, including corporations organized pursuant to or subject to thischapter, and every foreign corporation licensed to do business in thisstate, whether such license shall have been issued pursuant to this chapteror not, other than corporations exempted from taxation by the laws of thisstate, shall file a corporate registration report.
2. The corporate registration report shall state the corporate name,the name of its registered agent and such agent's Missouri physicaladdress, giving street and number, or building and number, or both, as thecase may require, the name and correct business or residence address of itsofficers and directors, and the mailing address of the corporation'sprincipal place of business or corporate headquarters.
3. The corporate registration report shall be filed annually, exceptas provided in section 351.122, and shall be due the month that thecorporation incorporated or qualified, unless changed by the corporationunder subsection 8 of this section. Corporations existing prior to July 1,2003, shall file the corporate registration report on the month indicatedon the corporation's last corporate registration report. Corporationsformed on or after July 1, 2003, shall file a corporate registration reportwithin thirty days of the date of incorporation or qualification and everyyear thereafter, except as provided in section 351.122, in the month thatthey were incorporated or qualified, unless such month is changed by thecorporation under subsection 8 of this section.
4. The corporate registration report shall be signed by an officer orauthorized person.
5. In the event of any error in the names and addresses of theofficers and directors set forth in a corporate registration report, thecorporation may correct such information by filing a certificate ofcorrection pursuant to section 351.049.
6. A corporation may change the corporation's registered office orregistered agent with the filing of the corporation's corporateregistration report. To change the corporation's registered agent with thefiling of the corporate registration report, the corporation must includethe new registered agent's written consent to the appointment as registeredagent and a written consent stating that such change in registered agentswas authorized by resolution duly adopted by the board of directors. Thewritten consent must be signed by the new registered agent and must includesuch agent's address. If the corporate registration report is notcompleted correctly, the secretary of state may reject the filing of suchreport.
7. A corporation's corporate registration report must be filed in aformat as prescribed by the secretary of state.
*8. A corporation may change the month of its corporate registrationreport in the corporation's initial corporate registration report or asubsequent report. To change its filing month, a corporation shalldesignate the desired month in its corporate registration report andinclude with that report an additional fee of twenty dollars. After acorporation registration report designating a new filing month is filed bythe secretary of state, the corporation's next corporate registrationreport shall be filed in the newly designated month in the next year inwhich a report is due under subsection 3 of this section or under section351.122. This subsection shall become effective January 1, 2010.
(RSMo 1939 § 5085, A.L. 1943 p. 410 § 114, A. 1949 H.B. 2079, A.L. 1965 p. 532, A.L. 1975 S.B. 14, A.L. 1983 S.B. 367, A.L. 1986 H.B. 1436, A.L. 1989 H.B. 246, A.L. 1996 S.B. 835, A.L. 1999 H.B. 516, A.L. 2001 S.B. 288, A.L. 2002 S.B. 895, A.L. 2003 H.B. 600, A.L. 2009 H.B. 481)Prior revisions: 1929 § 4613; 1919 § 9807
*Subsection 8 effective 1-01-10