CHAPTER 356

CORPORATIONS - PROVIDING FOR FILING OF ANNUAL REPORTS BY FOREIGN CORPORATIONS

AN ACT TO AMEND CHAPTER 65 OF THE REVISED CODE OF DELAWARE, 1935, RELATING TO CORPORATIONS BY PROVIDING THAT FOREIGN CORPORATIONS MUST FILE AN ANNUAL REPORT WITH THE SECRETARY OF STATE, BY PROVIDING PENALTY FOR FAILURE TO DO SO, AND BY PROVIDING AN INCREASE IN THE FEE FOR FOREIGN CORPORATIONS DOING BUSINESS IN THIS STATE.

Be it enacted by the Senate and House of Representatives of the State of Delaware in General Assembly met:

Section 1. That 2247. Sec. 215. of Chapter 65, Revised Code of Delaware, 1935, be and the same is hereby amended by striking out and deleting the word "ten" as the same appears in the thirteenth line of said paragraph and by inserting and enacting in lieu thereof the word "twenty-five."

Section 2. That Chapter 65, Revised Code of Delaware, 1935, be and the same is hereby amended by adding a new paragraph and Section to be known as 2247A. Sec. 215A., as follows:

"2247A. Sec. 215A. ANNUAL REPORTS:--Beginning with January 1, 1951, foreign corporations shall submit annually on or before the 30th day of June, 1952 and annually thereafter, by its President, Secretary, Treasurer, or other proper officer thereof, or by any two of its directors, or by any two incorporators thereof, in the event the Board of Directors thereof shall not have been elected, an annual report on a calendar year basis to the Secretary of State, stating specifically with the degree of particularity required by Paragraph 2, Section 5 of Chapter 65 of this Code, the location of its principal office in this State; the name of the agent upon whom service of process against said corporation may be served; the location or locations (city or cities, town or towns, street or streets, and number of same, if number there be) of the place or places of business of said corporation without this State; the names and addresses of all the directors and officers of the corporation and when the terms of each expire; the date appointed for the next annual meeting of the stockholders for the election of directors; the number of shares of each class of the capital stock which is to be issued, if any, and the amount of the par value stock, and the number of shares actually issued of each class of the capital stock which is to be issued, if any, and the amount of par value actually issued; the amount of capital invested in real estate and manufacturing in the State of Delaware, and the tax paid thereon; and, if exempt from taxation for any cause, the specific facts entitling such corporation to exemption from such taxation.

"Upon failure, neglect or refusal on the part of any foreign corporation to file such annual report, the Secretary of State shall investigate the reasons therefor and shall terminate the right of said foreign corporation to do business within this State upon failure of said corporation to file an annual report within any two-year period.

"For receiving and filing and/or indexing the annual report provided by this Section the Secretary of State shall charge and receive a fee of Twenty-five Dollars ($25.00)."

Approved June 15, 1951.