Nebraska Statutes 21-211. Certificate of existence
(MBCA 1.28) (a) Anyone may apply to the Secretary of State to furnish a certificate of existence for a domestic corporation or a certificate of authorization for a foreign corporation.
Terms Used In Nebraska Statutes 21-211
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Domestic: when applied to corporations shall mean all those created by authority of this state. See Nebraska Statutes 49-801
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Foreign: when applied to corporations shall include all those created by authority other than that of this state. See Nebraska Statutes 49-801
- State: when applied to different states of the United States shall be construed to extend to and include the District of Columbia and the several territories organized by Congress. See Nebraska Statutes 49-801
(b) A certificate of existence or authorization sets forth:
(1) The domestic corporation’s corporate name or the foreign corporation’s corporate name used in this state;
(2) That:
(i) The domestic corporation is duly incorporated under the law of this state, the date of its incorporation, and the period of its duration if less than perpetual; or
(ii) That the foreign corporation is authorized to transact business in this state;
(3) That all fees, taxes, and penalties owed to this state have been paid, if:
(i) Payment is reflected in the records of the Secretary of State; and
(ii) Nonpayment affects the existence or authorization of the domestic or foreign corporation;
(4) That its most recent biennial report required by section 21-2,228 has been filed with the Secretary of State;
(5) That articles of dissolution have not been filed; and
(6) Other facts of record in the office of the Secretary of State that may be requested by the applicant.
(c) Subject to any qualification stated in the certificate, a certificate of existence or authorization issued by the Secretary of State may be relied upon as conclusive evidence that the domestic or foreign corporation is in existence or is authorized to transact business in this state.