The secretary of state may commence a proceeding under § 48-24-202 to administratively dissolve a corporation if the:

(1) Corporation does not deliver its properly completed annual report to the secretary of state within two (2) months after it is due;

Terms Used In Tennessee Code 48-24-201

  • Charter: includes amended and restated charters and articles of merger. See Tennessee Code 48-11-201
  • 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.
  • Document: means :
    (A) Any tangible medium on which information is inscribed, and includes any writing or written instrument. See Tennessee Code 48-11-201
  • Proceeding: includes civil suit and criminal, administrative, and investigatory action. See Tennessee Code 48-202-101
  • Registered office: means the place in this state designated in the articles as the registered office of the LLC. See Tennessee Code 48-202-101
  • Secretary: means the corporate officer to whom the bylaws or the board of directors has delegated responsibility under §. See Tennessee Code 48-11-201
  • Secretary of state: means the person who holds the office of secretary of state of Tennessee. See Tennessee Code 48-202-101
  • State: when applied to the different parts of the United States, includes the District of Columbia and the several territories of the United States. See Tennessee Code 1-3-105
(2) Corporation is without a registered agent or registered office in this state for two (2) months or more;
(3) Name of a corporation contained in a document filed after January 1, 1988, fails to comply with § 48-14-101;
(4) Corporation does not notify the secretary of state within two (2) months that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued;
(5) Corporation’s period of duration stated in its charter expires; or
(6) Corporation submits to the secretary of state’s office a check, bank draft, money order or other such instrument, for payment of any fee and it is dishonored upon presentation for payment.
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