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25LSO-0115
ORIGINAL Senate
ENGROSSED
File No
.
SF0056
ENROLLED ACT NO. 49,
SENATE
SIXTY-EIGHTH LEGISLATURE OF THE STATE OF WYOMING
2025 General Session
AN ACT relating to corporations, partnerships and associations; amending the grounds for administrative dissolution, revocation and forfeiture to include providing false or fraudulent information to the registered agent; and providing for an effective date.
Be It Enacted by the Legislature of the State of Wyoming:
Section 1
.
W.S. 17
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16
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1420(a)(vi)(B), (C) and by creating a new subparagraph (D), 17
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16
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1530(a)(viii)(A), (B) and by creating a new subparagraph (C), 17
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19
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1420(a)(v)(A), (B) and by creating a new subparagraph (C), 17
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19
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1530(a)(vii)(A), (B) and by creating a new subparagraph (C), 17
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29
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705(c)(iii)(B), (C) and by creating a new subparagraph (D) and 17
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30
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904(h)(iii)(C) and by creating a new subparagraph (D) are amended to read:
17
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16
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1420.
Grounds for administrative dissolution.
(a)
The secretary of state may commence a proceeding under W.S. 17
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16
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1421 to administratively dissolve a corporation if any of the following has occurred:
(vi)
It is in the public interest and the corporation:
(B)
Has provided fraudulent information or has failed to correct false information upon request of the secretary of state on any filing under this act with the secretary of state;
or
(C)
Cannot be served by either the secretary of state or the registered agent at its address provided pursuant to W.S. 17
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28
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107
;
.
or
(D)
Has provided false or fraudulent information to the registered agent, as determined by the secretary of state during or following an examination of records pursuant to W.S. 17
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28
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108 or following notification by the registered agent.
17
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16
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1530.
Grounds for revocation.
(a)
The secretary of state may commence a proceeding under W.S. 17
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16
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1531 to revoke the certificate of authority of a foreign corporation authorized to transact business in this state if:
(viii)
It is in the public interest and the corporation:
(A)
Has provided fraudulent information or has failed to correct false information upon request of the secretary of state on any filing under this act with the secretary of state;
or
(B)
Cannot be served either by the registered agent or by mail or electronically by the secretary of state acting as the agent for process
;
.
or
(C)
Has provided false or fraudulent information to the registered agent, as determined by the secretary of state during or following an examination of records pursuant to W.S. 17
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28
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108 or following notification by the registered agent.
17
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19
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1420.
Grounds for administrative dissolution.
(a)
The secretary of state may commence a proceeding under W.S. 17
‑
19
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1421 to administratively dissolve a corporation if any of the following has occurred:
(v)
It is in the public interest and the corporation:
(A)
Has provided fraudulent information or has failed to correct false information upon request of the secretary of state on any filing under this act with the secretary of state;
or
(B)
Cannot be served by either the secretary of state or the registered agent at its address provided pursuant to W.S. 17
‑
28
‑
107
;
.
or
(C)
Has provided false or fraudulent information to the registered agent, as determined by the secretary of state during or following an examination of records pursuant to W.S. 17
‑
28
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108 or following notification by the registered agent.
17
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19
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1530.
Grounds for revocation.
(a)
The secretary of state may commence a proceeding under W.S. 17
‑
19
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1531 to revoke the certificate of authority of a foreign corporation authorized to transact business in this state if any of the following has occurred:
(vii)
It is in the public interest and the corporation:
(A)
Has provided fraudulent information or has failed to correct false information upon request of the secretary of state on any filing with the secretary of state under this act;
or
(B)
Cannot be served either by the registered agent or by mail or electronically by the secretary of state acting as the agent for process
;
.
or
(C)
Has provided false or fraudulent information to the registered agent, as determined by the secretary of state during or following an examination of records pursuant to W.S. 17
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28
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108 or following notification by the registered agent.
17
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29
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705.
Administrative forfeiture of authority and articles of organization.
(c)
A limited liability company shall be deemed to be transacting business within this state without authority, to have forfeited any franchises, rights or privileges acquired under the laws thereof and shall be deemed defunct and to have forfeited its articles of organization or certificate of authority acquired under the laws of this state, and the forfeiture shall be made effective in the manner provided in subsection (a) of this section, if:
(iii)
It is in the public interest and the limited liability company or any of its members:
(B)
Has provided fraudulent information or has failed to correct false information upon request of the secretary of state on any filing with the secretary of state under this chapter;
or
(C)
Cannot be served by either the registered agent or by mail or electronically by the secretary of state acting as the agent for process
;
.
or
(D)
Has provided false or fraudulent information to the registered agent, as determined by the secretary of state during or following an examination of records pursuant to W.S. 17
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28
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108 or following notification by the registered agent.
17
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30
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904.
Administrative forfeiture of authority and articles of formation.
(h)
A statutory foundation shall be deemed to be operating within this state without authority, to have forfeited any rights or privileges acquired under the laws of this state and shall be deemed to have forfeited its articles of formation filed in this state if:
(iii)
The public interest is served by forfeiture and the statutory foundation, its founder or any other person authorized to act on behalf of the statutory foundation:
(C)
Cannot be served by either the registered agent or by the secretary of state acting as the agent for process
;
.
or
(D)
Has provided false or fraudulent information to the registered agent, as determined by the secretary of state during or following an examination of records pursuant to W.S. 17
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28
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108 or following notification by the registered agent.
Section 2.
This act is effective immediately upon completion of all acts necessary for a bill to become law as provided by Article 4, Section 8 of the Wyoming Constitution.
(END)
Speaker of the House
President of the Senate
Governor
TIME APPROVED: _________
DATE APPROVED: _________
I hereby certify that this act originated in the Senate.
Chief Clerk
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