§ 34-275b — Foreign registration certificate.

(a) To register to do business in this state, a foreign limited liability company must deliver a foreign registration certificate to the Secretary of the State for filing. The certificate shall set forth: (1) The name of the company and, if the name does not comply with section 34-243k , an alternate name adopted pursuant to subsection (a) of section 34-275e ; (2) That the company is a foreign limited liability company; (3) The name of the company's governing jurisdiction; (4) The street and mailing addresses of the company's principal office and, if the law of the governing jurisdiction requires the company to maintain an office in that jurisdiction, the street and mailing addresses of the required office; (5) The name and address of the agent in this state for service of process on the foreign limited liability company required to be maintained by section 34-243n and an acceptance of such appointment signed by the agent appointed if other than the Secretary of the State; (6) The name and respective business and residence addresses of a manager or a member of the foreign limited liability company, except that, if good cause is shown, the Secretary of the State may accept a business address in lieu of business and residence addresses of such manager or member. For the purposes of this subdivision, a showing of good cause shall include, but need not be limited to, a showing that public disclosure of the residence address of the manager or member of the foreign limited liability company may expose the personal security of such manager or member to significant risk; (7) The valid electronic mail address of the foreign limited liability company; and (8) The foreign limited liability company's North American Industry Classification System Code. (b) When delivering to the Secretary of the State a foreign registration certificate that is completed in accordance with the provisions of subsection (a) of this section, the foreign limited liability company shall also deliver a certificate of existence, or a document of similar import, duly authenticated by the Secretary of the State or other official having custody of corporate records in the state or country under whose law it is formed.

Legislative History

(P.A. 16-97, S. 72; P.A. 17-108, S. 36; P.A. 24-111, S. 12.) History: P.A. 16-97 effective July 1, 2017; P.A. 17-108 replaced “statement” with “certificate”, amended Subdiv. (5) by replacing “subdivision (4) of subsection (b) of section 34-247” with “section 34-243n” and amended Subdiv. (6) by making technical changes, effective July 1, 2017; P.A. 24-111 redesignated exiting provisions as Subsec. (a) and amended same by replacing “electronic mail address, if any,” with “valid electronic mail address” in Subdiv. (7), by adding Subdiv. (8) re foreign limited liability company's North American Industry System Classification Code and by making technical changes and added Subsec. (b) requiring foreign limited liability company to deliver “certificate of existence or a document of similar import” to the Secretary of the State when delivering a foreign registration certificate, effective January 1, 2025.