(a)
- (1) For purposes of this Article 7, the terms register, registering, and registered include (i) a foreign entity other than a foreign limited liability partnership delivering to the Secretary of State for filing an application for registration and the Secretary of State filing the application for registration, and (ii) a foreign limited liability partnership delivering to the Secretary of State for filing a statement of foreign limited liability partnership and the Secretary of State filing the statement of foreign limited liability partnership.
- (2) For purposes of this Article 7, the term registration includes (i) a filed application for registration and (ii) a filed statement of foreign limited liability partnership.
- (b) For purposes of this Article 7, the terms transact business and transacting business shall include conducting a business, activity, not for profit activity, and any other activity, whether or not for profit.
(c) To transact business in this state, a foreign entity must register under this chapter if the foreign entity:
- (1) is a foreign entity, the formation of which, if formed in this state, would require the filing under Article 3 of a certificate of formation;
- (2) is a foreign limited liability partnership; or
- (3) affords limited liability under the law of its jurisdiction of formation for any owner or member.
- (d) A foreign entity described by subsection (b) must maintain the foreign entity’s registration while transacting business in this state.
- (e) For purposes of this Article 7, a foreign entity must reserve a name with the Secretary of State in accordance with Article 5 and when a foreign entity delivers its application for registration to the Secretary of State for filing, that foreign entity must attach its name reservation certificate to its application for registration.
(Act 2009-513, p. 967, §56; Act 2018-125, §3; Act 2019-94, §2; Act 2025-281, §1.)