§ 807 — Termination of existence

New York § 807

• Jurisdiction: New York
• Law LLC: Limited Liability Company Law
• Art. 8: Foreign Limited Liability Companies

Text

§ 807. Termination of existence. When a foreign limited liability\ncompany that has received a certificate of authority is dissolved or its\nauthority to conduct its business or existence is otherwise terminated\nor canceled in the jurisdiction of its formation or when such foreign\nlimited liability company is merged into or consolidated with another\nforeign limited liability company, (a) a certificate of the secretary of\nstate or official performing the equivalent function as to limited\nliability company records in the jurisdiction of organization of such\nlimited liability company attesting to the occurrence of any such event\nor (b) a certified copy of an order or decree of a court of such\njurisdiction directing the dissolution of such foreign limited liability\ncompany, the termination of its existence or the surrender of its\nauthority shall be delivered to the department of state. The filing of\nthe certificate, order or decree shall have the same effect as the\nfiling of a certificate of surrender of authority under section eight\nhundred six of this article. The secretary of state shall continue as\nagent of the foreign limited liability company upon whom process against\nit may be served in the manner set forth in article three of this\nchapter, in any action or proceeding based upon any liability or\nobligation incurred by the foreign limited liability company within this\nstate prior to the filing of such certificate, order or decree. The post\noffice address and/or email address may be changed by filing with the\ndepartment of state a certificate of amendment under section eight\nhundred four of this article.\n