West Virginia § 31B-10-1002 Application for certificate of authority

West Virginia Statutes

§ 31B-10-1002 — Application for certificate of authority

West Virginia § 31B-10-1002

Ch. 31BUNIFORM LIMITED LIABILITY COMPANY ACT

Art. 10FOREIGN LIMITED LIABILITY COMPANIES

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Bluebook

W. Va. Code § 31B-10-1002 (2026).

Text

(a)A foreign limited liability company may apply for a certificate of authority to transact business in this state by delivering an application to the Secretary of State for filing, together with the fee prescribed by section two, article one, chapter fifty-nine of this code. The application shall set forth:

(1)The name of the foreign company or, if its name is unavailable for use in this state, a name that satisfies the requirements of section 10-1005 of this article;

(2)The name of the state or country under whose law it is organized;

(3)The mailing address of its principal office;

(4)The name and address of each member having authority to execute instruments on behalf of the limited liability company;

(5)The address of its initial designated office in this state, if any; (6

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(a) A foreign limited liability company may apply for a certificate of authority to transact business in this state by delivering an application to the Secretary of State for filing, together with the fee prescribed by section two, article one, chapter fifty-nine of this code.

The application shall set forth:

(1) The name of the foreign company or, if its name is unavailable for use in this state, a name that satisfies the requirements of section 10-1005 of this article;

(2) The name of the state or country under whose law it is organized;

(3) The mailing address of its principal office;

(4) The name and address of each member having authority to execute instruments on behalf of the limited liability company;

(5) The address of its initial designated office in this state, if any;

(6) The name and address of its initial agent for service of process in this state, if any;

(7) Whether the duration of the company is for a specified term and, if so, the period specified;

(8) Whether the company is manager-managed and, if so, the name and address of each initial manager;

(9) Whether the members of the company are to be liable for its debts and obligations under a provision similar to section 3-303( c);

(10) The purpose or purposes for which the limited liability company is organized; and

(11) An e-mail address where informational notices and reminders of annual filings may be sent, unless there is a technical inability to comply.

(b) A foreign limited liability company shall deliver with the completed application a certificate of existence or a record of similar import authenticated by the Secretary of State or other official having custody of company records in the state or country under whose law it is organized.