Oklahoma § 18-1135 - Withdrawal of foreign corporation from state - Procedure

§ 18-1135. Withdrawal of foreign corporation from state - Procedure

- Service of process on Secretary of State.

WITHDRAWAL OF FOREIGN CORPORATION FROM STATE; PROCEDURE; SERVICE OF

PROCESS ON SECRETARY OF STATE

A. Any foreign corporation which shall have qualified to do

business in this state pursuant to the provisions of Section 1130 of

this title may surrender its authority to do business in this state

and may withdraw by filing with the Secretary of State:

1. A certificate, executed by an authorized officer of the

corporation and acknowledged in accordance with the provisions of

Section 1007 of this title, stating that it surrenders its authority

to transact business in Oklahoma and withdraws; and stating the

address to which the Secretary of State may mail any process against

the corporation that may be served upon the Secretary of State; or

Oklahoma Statutes - Title 18. Corporations

2. A copy of a certificate of dissolution issued by the proper

official of the state or other jurisdiction of its incorporation,

together with a certificate, which shall be executed in accordance

with the provisions of paragraph 1 of this subsection, stating the

address to which the Secretary of State may mail any process against

the corporation that may be served upon the Secretary of State or a

copy of an order or decree of dissolution made by any court of

competent jurisdiction or other competent authority of the state or

other jurisdiction of its incorporation, certified to be a true copy

under the hand of the clerk of the court or other official body, and

the official seal of the court or official body or clerk thereof,

together with a certificate executed in accordance with the

provisions of paragraph 1 of this subsection, stating the address to

which the Secretary of State may mail any process against the

corporation that may be served upon the Secretary of State.

B. The Secretary of State, upon payment to the Secretary of

State of the fees prescribed in Section 1142 of this title, shall

issue a sufficient number of certificates, under the hand and

official seal of the Secretary of State, evidencing the surrender of

the authority of the corporation to do business in this state and

its withdrawal therefrom.

C. Upon the issuance of the certificates by the Secretary of

State, the appointment of the registered agent of the corporation in

this state, upon whom process against the corporation may be served,

shall be revoked, and service on the corporation may be made by

serving the Secretary of State as its agent as provided in Section

2004 of Title 12 of the Oklahoma Statutes.

D. In the event of service upon the Secretary of State in

accordance with the provisions of Section 2004 of Title 12 of the

Oklahoma Statutes, the Secretary of State shall immediately notify

the corporation by letter, certified mail or return receipt

requested at the address stated in the certificate which was filed

by the corporation with the Secretary of State pursuant to

subsection A of this section. The letter shall include a copy of

the process and any other papers served on the Secretary of State

pursuant to the provisions of this subsection. It shall be the duty

of the plaintiff in the event of such service to serve process and

any other papers in duplicate, to notify the Secretary of State that

service is being effected pursuant to the provisions of this

subsection, and to pay the Secretary of State the fee provided for

in paragraph 7 of Section 1142 of this title, which fee shall be

taxed as part of the costs in the proceeding. The Secretary of

State shall maintain an alphabetical record of any such service,

setting forth the names of the plaintiff and the defendant, the

title, docket number, and nature of the proceeding in which process

has been served upon the Secretary of State, the fact that service

has been effected pursuant to the provisions of this subsection, the

Oklahoma Statutes - Title 18. Corporations

return date thereof, and the date service was made. The Secretary

of State shall not be required to retain such information longer

than five (5) years from receipt of the service of process by the

Secretary of State.

Added by Laws 1986, c. 292, § 135, eff. Nov. 1, 1986. Amended by

Laws 1987, c. 146, § 12, operative Nov. 1, 1987; Laws 1988, c. 323,

§ 28, eff. Nov. 1, 1988; Laws 1996, c. 69, § 8, eff. Nov. 1, 1996;

Laws 2017, c. 323, § 35, eff. Nov. 1, 2017.