Foreign Non-profit Domestication and Conversion
Effective Jan 10, 2007MGL c. 156DOffice of the Secretary of the Commonwealth
- (1) A foreign non-profit corporation may become a domestic business corporation by filing articles of domestication and conversion with the Division.
(2) The articles of domestication and conversion consist of a form supplied by the Division or a document formatted in the same manner as the Division form. The articles of domestication and conversion shall set forth:
- (a) the name of the corporation in the jurisdiction of organization;
- (b) a corporate name that satisfies M.G.L. c. 156D, § 4.01 if the name of the corporation is unavailable for use in the commonwealth or the corporation desires to change its name;
- (c) the jurisdiction of incorporation;
- (d) the date the corporation was incorporated in the jurisdiction;
- (e) whether the corporation was authorized to transact business in the Commonwealth;
- (f) a statement that the domestication and conversion of the corporation was duly authorized as required by the laws of the jurisdiction in which the corporation was incorporated.
- (g) All of the information required to be in the articles of organization by M.G.L. c. 156D, § 2.02(a) or permitted to be included in the articles of organization by M.G.L. c. 156D, § 2.02(b);
- (h) the supplemental information required by 950 CMR 113.00 to be included in the articles of organization; and
- (i) the date and time the articles of domestication and conversion will be effective if the articles of domestication and conversion are to be effective at a later date and/or time, not more than 90 days after the date and time of filing.
- (3) The articles of domestication and conversion shall be accompanied by an original certificate of legal existence or a certificate of good standing issued, not more than 90 days prior to submission, by an officer or agency properly authorized in the jurisdiction of organization. If the certificate is in a foreign language, a translation thereof under oath of the translator shall be attached.