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AB566,288,1918 (c) To keep current the information with respect to the agent in the articles of
19incorporation.
AB566,465 20Section 465 . 181.0502 (title) of the statutes is amended to read:
AB566,288,22 21181.0502 (title) Change of registered office agent or registered agent
22office.
AB566,466 23Section 466 . 181.0502 (1) of the statutes is repealed and recreated to read:
AB566,289,3
1181.0502 (1) A corporation may change its registered agent or registered office
2as provided in s. 181.0214 (5) or by delivering to the department for filing a statement
3of change that states all of the following:
AB566,289,44 (a) The name of the corporation.
AB566,289,65 (b) The information that is to be in effect as a result of the filing of the statement
6of change.
AB566,467 7Section 467 . 181.0502 (1m) and (1r) of the statutes are created to read:
AB566,289,108 181.0502 (1m) A statement of change under this section designating a new
9registered agent is an affirmation of fact by the corporation that the agent has
10consented to serve.
AB566,289,12 11(1r) As an alternative to using the procedure in this section, a corporation may
12amend its articles of incorporation.
AB566,468 13Section 468 . 181.0502 (2) of the statutes is repealed.
AB566,469 14Section 469 . 181.0502 (3) (title) of the statutes is repealed.
AB566,470 15Section 470 . 181.0502 (3) of the statutes is renumbered 181.0502 (3) (intro.)
16and amended to read:
AB566,289,2417 181.0502 (3) (intro.) If the name or e-mail address of a registered agent
18changes or if the street address of a registered agent's business office changes, the
19registered agent may change the name or e-mail address of the registered agent or
20street address of the registered office of any corporation for which he, she, or it is the
21registered agent. To make a change under this subsection, the registered agent shall
22notify the corporation in writing of the change and deliver to the department for filing
23a signed statement of change that complies with sub. (2) and recites that the
24corporation has been notified of the change. and states all of the following:
AB566,471 25Section 471 . 181.0502 (3) (a), (b) and (c) of the statutes are created to read:
AB566,290,2
1181.0502 (3) (a) The name of the corporation represented by the registered
2agent.
AB566,290,43 (b) The name, e-mail address, and street address of the agent as currently
4shown in the records of the department for the corporation.
AB566,290,55 (c) Any new name, new e-mail address, or new street address of the agent.
AB566,472 6Section 472 . 181.0502 (5) of the statutes is created to read:
AB566,290,97 181.0502 (5) A registered agent promptly shall furnish notice to the
8represented corporation of the filing by the department of the statement of change
9and the changes made by the statement.
AB566,473 10Section 473. 181.0503 (1) (title) of the statutes is repealed.
AB566,474 11Section 474. 181.0503 (1) (intro.), (a) and (b) of the statutes are amended to
12read:
AB566,290,1513 181.0503 (1) (intro.) The A registered agent of a corporation may resign as
14agent for a corporation
by signing and delivering to the department for filing a
15statement of resignation that includes states all of the following information:
AB566,290,1616 (a) The name of the corporation for which the registered agent is acting.
AB566,290,1717 (b) The name of the registered agent.
AB566,475 18Section 475. 181.0503 (1) (bm) of the statutes is created to read:
AB566,290,2019 181.0503 (1) (bm) That the agent resigns from serving as registered agent for
20the corporation.
AB566,476 21Section 476. 181.0503 (1) (c) of the statutes is amended to read:
AB566,290,2422 181.0503 (1) (c) The street address of the corporation's current registered office
23and its principal office
corporation to which the agent will send the notice required
24by sub. (4)
.
AB566,477 25Section 477. 181.0503 (1) (d) and (e) of the statutes are repealed.
AB566,478
1Section 478. 181.0503 (2) of the statutes is repealed.
AB566,479 2Section 479. 181.0503 (3) (title) of the statutes is repealed.
AB566,480 3Section 480. 181.0503 (3) (intro.) of the statutes is amended to read:
AB566,291,54 181.0503 (3) (intro.) The resignation under sub. (1) is effective and, if
5applicable, the registered office is discontinued on the earlier of the following:
AB566,481 6Section 481. 181.0503 (4), (5) and (6) of the statutes are created to read:
AB566,291,87 181.0503 (4) A registered agent promptly shall furnish to the corporation
8notice in a record of the date on which a statement of resignation was filed.
AB566,291,12 9(5) When a statement of resignation takes effect, the registered agent ceases
10to have responsibility under this chapter for any matter thereafter tendered to it as
11agent for the corporation. The resignation does not affect any contractual rights the
12corporation has against the agent or that the agent has against the corporation.
AB566,291,14 13(6) A registered agent may resign with respect to a corporation whether or not
14the corporation is in good standing.
AB566,482 15Section 482. 181.0504 (title) of the statutes is amended to read:
AB566,291,16 16181.0504 (title) Service on corporation of process, notice, or demand .
AB566,483 17Section 483. 181.0504 (1) (title) of the statutes is repealed.
AB566,484 18Section 484. 181.0504 (1) of the statutes is amended to read:
AB566,291,2419 181.0504 (1) A corporation's registered agent is the corporation's agent for
20service of
corporation may be served with any process, notice, or demand required
21or permitted by law to be served on the corporation by serving its registered agent.
22The department may serve any written notice required or authorized under this
23chapter by e-mailing it to the registered agent's e-mail address on file with the
24department, and such notice shall be effective as provided in s. 181.0105 (4)
.
AB566,485 25Section 485. 181.0504 (2) (title) of the statutes is repealed.
AB566,486
1Section 486. 181.0504 (2) (intro.), (a) and (c) of the statutes are amended to
2read:
AB566,292,83 181.0504 (2) (intro.) Except as provided in sub. (3), if a corporation has no
4registered agent, or the its registered agent cannot with reasonable diligence be
5served, the corporation may be served by registered or certified mail, return receipt
6requested, or by similar commercial delivery service, addressed to the corporation at
7its principal office, as shown on the records of the department on the date of sending.
8Service is perfected under this subsection at the earliest of the following:
AB566,292,109 (a) The date on which the corporation receives the mail or delivery by
10commercial delivery service
.
AB566,292,1311 (c) Five days after its deposit it is deposited in the U.S. mail, if mailed postpaid
12and correctly addressed
or with the commercial delivery service, if correctly
13addressed and with sufficient postage or payment
.
AB566,487 14Section 487. 181.0504 (3) (title) of the statutes is repealed.
AB566,488 15Section 488. 181.0504 (3) of the statutes is amended to read:
AB566,292,2416 181.0504 (3) Except as provided in s. 181.1421 (2) (b), if If process, notice, or
17demand in an action cannot be served on a corporation pursuant to sub. (1) or (2),
18service may be made by handing a copy to the individual in charge of any regular
19place of business or activity of the corporation if the individual served is not a
20plaintiff in the action. If
the address of the corporation's principal office cannot be
21determined from the records held by of the department, the corporation may be
22served by publishing a class 3 notice, under ch. 985, in the community where the
23corporation's principal office or registered office, as most recently designated in the
24records of the department, is located.
AB566,489 25Section 489. 181.0504 (3m) of the statutes is created to read:
AB566,293,2
1181.0504 (3m) Service of process, notice, or demand on a registered agent must
2be in a written record.
AB566,490 3Section 490. 181.0504 (4) of the statutes is repealed and recreated to read:
AB566,293,54 181.0504 (4) Service of process, notice, or demand may be made by other means
5under law other than this chapter.
AB566,491 6Section 491. 181.0505 of the statutes is created to read:
AB566,293,15 7181.0505 Change of name or address by registered agent. (1) If the name
8or e-mail address of a registered agent changes or if the street address of a registered
9agent's office changes, the registered agent may change the name or e-mail address
10of the registered agent or street address of the registered office of any corporation or
11foreign corporation for which he, she, or it is the registered agent. To make the
12change under this subsection, the registered agent shall notify the corporation or
13foreign corporation in writing of the change and deliver to the department for filing
14a statement of change that recites that the corporation or foreign corporation has
15been notified of the change and states all of the following:
AB566,293,1716 (a) The name of the corporation or foreign corporation represented by the
17registered agent.
AB566,293,1918 (b) The name, e-mail address, and street address of the agent as currently
19shown in the records of the department for the corporation or foreign corporation.
AB566,293,2020 (c) Any new name, new e-mail address, or new street address of the agent.
AB566,293,23 21(2) A registered agent promptly shall furnish notice to the represented
22corporation or foreign corporation of the filing by the department of the statement
23of change and the changes made by the statement.
AB566,492 24Section 492. 181.0506 of the statutes is created to read:
AB566,294,3
1181.0506 Delivery of record. (1) Except as otherwise provided in this
2chapter, permissible means of delivery of a record include delivery by hand, mail,
3conventional commercial practice, and electronic transmission.
AB566,294,5 4(2) Delivery to the department is effective only when a record is received by the
5department.
AB566,493 6Section 493. 181.0507 of the statutes is created to read:
AB566,294,11 7181.0507 Filing fees; certified copies. (1) Subject to sub. (2) (a), the
8department may collect a fee for filing, or providing a certified copy of, a record under
9this chapter. The department may charge a fee for providing a certified copy of any
10record, or for filing any record not identified in sub. (2) (a), pursuant to a rule
11promulgated under this subsection or s. 182.01 (4).
AB566,294,14 12(2) (a) Except as provided under par. (c), the department shall collect the
13following fees when the records described in this paragraph are delivered to the
14department for filing:
AB566,294,1515 1. Articles of incorporation, $35.
AB566,294,1616 2. Application for use of an indistinguishable name, $10.
AB566,294,1717 3. Application for a reserved name, $10.
AB566,294,1818 4. Application for renewal of a reserved name, $10.
AB566,294,1919 5. Notice of transfer of reserved name, $20.
AB566,294,2020 6. Application for registered name, $50.
AB566,294,2121 7. Application for renewal of registered name, $50.
AB566,294,2422 8. Statement of change of registered agent or registered office or registered
23agent's name, e-mail address, or street address under s. 181.0502, 181.0505, or
24181.1508, $10.
AB566,294,2525 9. Statement of resignation of registered agent, $10.
AB566,295,1
110. Amendment or restatement of articles of incorporation, $40.
AB566,295,22 11. Articles of merger, interest exchange, conversion, or domestication, $150.
AB566,295,33 12. Articles of dissolution, $20.
AB566,295,44 13. Application for certificate of authority, $100.
AB566,295,55 14. Application for amended certificate of authority, $40.
AB566,295,66 15. Application for certificate of withdrawal of foreign corporation, $40.
AB566,295,77 16. Statement of correction, $40.
AB566,295,88 17. Annual report of a domestic corporation, $25.
AB566,295,99 18. Annual report of a foreign corporation, $65.
AB566,295,1510 (b) In addition to the fees required under par. (a) or permitted under sub. (1),
11the department may collect the expedited service fee established under s. 182.01 (4)
12(d) for processing in an expeditious manner a record required or permitted to be filed
13with the department under this chapter and may collect the fee established under
14s. 182.01 (4) (f) for preparing in an expeditious manner a certificate of status or
15certificate of registration under s. 181.0213.
AB566,295,1716 (c) The department may, by rule, specify a larger fee for filing records in paper
17format.
AB566,295,19 18(3) A certified copy of a record filed by the department is conclusive evidence
19that the original record is on file with the department.
AB566,295,24 20(4) A person may not sign a document with intent that it be delivered to the
21department for filing, or deliver a document or cause a document to be delivered to
22the department for filing, if the person knows that the document is false in any
23material respect at the time of its delivery. Whoever violates this subsection is guilty
24of a Class I felony.
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