New Jersey § 14a:4-5

§ 14a:4-5.

(1) Every domestic corporation and every foreign corporation authorized to transact

business in this State shall file in the Department of the Treasury, within the time

prescribed by this section, an annual report, executed on behalf of the corporation,

or executed by the registered agent, setting forth : (a) The name of the corporation and, in the case of a foreign corporation, the jurisdiction

of its incorporation; (b) The address of the registered office of the corporation in this State, and the

name of its registered agent in this State at such address; (c) The names and addresses of the directors and officers of the corporation; (d) (Deleted by amendment, P.L.1988, c. 94 .) (e) The address of its main business or headquarters office; and (f) The address of its principal business office in New Jersey, if any. (2) The State Treasurer shall designate a date for filing annual reports for each

corporation required to submit a report pursuant to this section and shall annually

notify the corporation of the date so designated not less than 60 days prior to such

date. The corporation shall file the report within 30 days before or 30 days after the

date so designated. If the date so designated is not more than six months after the date on which an

annual report pursuant to the provisions of prior law was filed or on which the certificate

of incorporation became effective, the corporation shall not be required to file an

annual report until one year after the first occurrence of the date so designated. (3) (Deleted by amendment, P.L.1997, c. 139 .) (4) The State Treasurer shall furnish annual report forms, shall keep in his office

all such reports and shall prepare an alphabetical index thereof, which reports and

index shall be open to public inspection at proper hours. (5) In the event a domestic corporation fails to file an annual report for two consecutive

years with the State Treasurer, then, after written notice by certified mail to the

corporation at its last known main business or headquarters office or at the address

of its registered agent, the State Treasurer may issue a proclamation declaring that

the certificate of incorporation of the corporation has been revoked and that all

powers conferred by law upon it shall thereafter be inoperative and void. The proclamation of the State Treasurer shall be filed in the office of the State

Treasurer. No corporation's certificate of incorporation shall be revoked pursuant to this

subsection if, within 30 days after the giving of notice, it files the reports required

by law and pays to the State Treasurer all of the fees due for the filing of the reports. (6) In the event a foreign corporation fails to file an annual report for two consecutive

years with the State Treasurer, then, after written notice by certified mail to the

corporation at its last known main business or headquarters office or at the address

of its registered agent, the State Treasurer may issue a proclamation declaring that

the certificate of authority to do business of the corporation and the powers conferred

by law upon it shall be revoked. The proclamation of the State Treasurer shall be filed in the office of the State

Treasurer. No corporation's certificate of authority shall be revoked pursuant to this paragraph

if, within 30 days after the giving of notice, it files the reports required by law

and pays to the State Treasurer all of the fees due for the filing of the reports. (7) If the certificate of incorporation of a domestic corporation or a certificate

of authority of a foreign corporation has been revoked by proclamation, the certificate

shall be reinstated by proclamation of the State Treasurer upon: (a) payment by the

corporation of all fees due to the State Treasurer, consisting of a reinstatement

filing fee of $75.00, tax clearance filing fee of $20, current annual report fee, and all delinquent annual report fees ; and (b) certification of the Director of the Division of Taxation that no cause

exists for revocation of the corporation's certificate of incorporation or certificate

of authority pursuant to R.S.54:11-2 if the reinstatement request is filed two or more years after the revocation action . The reinstatement relates back to the date of issuance of the proclamation revoking

the certificate of incorporation or the certificate of authority and shall validate

all actions taken in the interim. In the event that in the interim the corporate name has become unavailable, the

State Treasurer shall issue the certificate upon, in the case of a domestic corporation,

the filing of an amendment to its certificate of incorporation to change the corporate

name to an available name, and, in the case of a foreign corporation, the filing of

an amended certificate of authority adopting an assumed name. The State Treasurer shall provide the forms necessary to effect annual report reinstatements.