A. A foreign limited liability company authorized to transact business in New Mexico may cancel its registration by application to the secretary of state for a certificate of cancellation. The application for cancellation shall set forth:
(1) the name of the foreign limited liability company and the state or other jurisdiction under the laws of which it is organized;
(2) that the foreign limited liability company is not transacting business in New Mexico;
(3) that the foreign limited liability company surrenders its registration to transact business in New Mexico;
(4) that the foreign limited liability company confirms the authority of its registered agent for service of process in New Mexico and consents that service of process in any action, suit or proceeding based upon any cause of action arising in New Mexico during the time that the foreign limited liability company was authorized to transact business in New Mexico also may be made on the foreign limited liability company by service upon the secretary of state;
(5) an address to which a person may mail a copy of any process against the foreign limited liability company; and
(6) confirmation that the foreign limited liability company has resigned as a registered agent or is not currently a registered agent for any entity registered in New Mexico.
B. The application for cancellation shall be in the form specified by the secretary of state and shall be executed for the foreign limited liability company by a person with authority to do so under the laws of the state or other jurisdiction of its organization or, if the foreign limited liability company is in the hands of a receiver or trustee, by the receiver or trustee on behalf of the foreign limited liability company.
C. A cancellation does not terminate the authority of the secretary of state to accept service of process on the foreign limited liability company with respect to causes of action arising out of its having done business in New Mexico.
History: Laws 1993, ch. 280, § 52; 2019, ch. 159, § 6.
ANNOTATIONSThe 2019 amendment, effective July 1, 2019, provided that a foreign limited liability company may cancel its registration by application to the secretary of state for a certificate of cancellation, and that the application shall include confirmation that the foreign limited liability company has resigned as a registered agent or is not currently a registered agent for any entity registered in New Mexico; in Subsections A and B, changed "commission" to "secretary of state"; and added Paragraph A(6).