Arizona Laws 29-3709. Reinstatement
A. A limited liability company that is administratively dissolved under section 29-3708 may apply to the commission for reinstatement not later than six years after the effective date of dissolution.
Terms Used In Arizona Laws 29-3709
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Commission: means the corporation commission. See Arizona Laws 29-3102
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- Person: means an individual, business corporation, nonprofit corporation, partnership, limited partnership, limited liability company, general cooperative association, limited cooperative association, unincorporated nonprofit association, statutory trust, business trust, common-law business trust, estate, trust, association, joint venture, public corporation or government or governmental subdivision, agency or instrumentality or any other legal or commercial entity. See Arizona Laws 29-3102
- Principal address: means the mailing address of a limited liability company or foreign limited liability company, whether or not located in this state. See Arizona Laws 29-3102
- 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 Arizona Laws 29-3102
- Statutory agent: means the agent of a limited liability company or foreign limited liability company that is authorized to receive service of any process, notice or demand required or permitted by law to be served on the company. See Arizona Laws 29-3102
B. If the limited liability company has not applied for reinstatement within six months after the effective date of the administrative dissolution, the commission shall release the company’s name for use in accordance with this chapter or by a person intending to register the name as a trademark pursuant to section 44-1460.
C. The application must state all of the following:
1. The name of the company at the time of its administrative dissolution.
2. The name and address of the company’s statutory agent and, if different, the principal address of the company.
3. That the grounds for dissolution did not exist or have been cured.
D. If another person has adopted the name of the limited liability company as an entity or partnership name or as a trade name or trademark, the company shall deliver for filing, simultaneously with delivery of the application for reinstatement, articles of amendment that adopt a new name for the company.
E. To be reinstated, a limited liability company must pay all fees and penalties that were due to the commission at the time of the company’s administrative dissolution and all fees and penalties that would have been due to the commission while the company was administratively dissolved.
F. If the commission determines that an application under subsection A of this section contains the required information, is satisfied that the information is correct, determines that subsection D of this section has been complied with, if applicable, and determines that all payments required to be made to the commission under subsection E of this section have been made, the commission shall do all of the following:
1. Cancel the statement of administrative dissolution and issue a statement of reinstatement that states the commission’s determination and the effective date of reinstatement.
2. File the statement of reinstatement.
3. Deliver a copy of the statement of reinstatement to the limited liability company.
G. When reinstatement under this section has become effective, the following rules apply:
1. The reinstatement relates back to and takes effect as of the effective date of the administrative dissolution.
2. The limited liability company resumes carrying on its activities and affairs as if the administrative dissolution had not occurred.
3. The rights of a person arising out of an act or omission in reliance on the dissolution before the person knew or had notice of the reinstatement are not affected.