(1) If a registered foreign entity merges into a nonregistered foreign entity or converts to a foreign entity required to register with the secretary of state to do business in this state, the foreign entity shall deliver to the secretary of state for filing an application for transfer of registration. The application must be executed by the surviving or converted entity and state:

Washington Code 23.95.105

executed: means with present intent to authenticate or adopt a record:

Washington Code 23.95.105

Jurisdiction: when used to refer to a political entity, means the United States, a state, a foreign country, or a political subdivision of a foreign country. See Washington Code 23.95.105

Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.

Jurisdiction of formation: means the jurisdiction whose law includes the organic law of an entity. See Washington Code 23.95.105

Nonregistered foreign entity: means a foreign entity that is not registered to do business in this state pursuant to a statement of registration filed by the secretary of state. See Washington Code 23.95.105

Principal office: means the principal executive office of an entity, whether or not the office is located in this state. See Washington Code 23.95.105

Registered foreign entity: means a foreign entity that is registered to do business in this state pursuant to a certificate of registration filed by the secretary of state. See Washington Code 23.95.105

State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Washington Code 23.95.105

Transfer: includes :

Washington Code 23.95.105

Type of entity: means a generic form of entity:

Washington Code 23.95.105

(a) The name of the registered foreign entity before the merger or conversion;

(b) The type of entity it was before the merger or conversion;

(c) The name of the applicant entity and, if the name does not comply with RCW 23.95.300, an alternate name adopted pursuant to RCW 23.95.525(1);

(d) The type of entity of the applicant entity and its jurisdiction of formation; and

(e) The following information regarding the applicant entity, if different than the information for the foreign entity before the merger or conversion:

(i) The street and mailing addresses of the principal office of the entity and, if the law of the entity’s jurisdiction of formation requires it to maintain an office in that jurisdiction, the street and mailing addresses of that office; and

(ii) The information required pursuant to RCW 23.95.415(1).

(2) When an application for transfer of registration takes effect, the registration of the registered foreign entity to do business in this state is transferred without interruption to the entity into which it has merged or to which it has been converted.

Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.