17-7301.   Foreign corporations; application to dobusiness in Kansas; contents of application; filing and certification bysecretary of state, conditions.(a) As used in this act, the words "foreign corporation" mean a corporationorganized under the laws of any jurisdiction other than this state.

      (b)   No foreign corporation shall do any business in this state, through or bybranch offices, agents or representatives located in this state, until it hasfiled in the office of the secretary of state of this state an application forauthority to engage in business in this state as a foreign corporation. Suchapplication shall be filed in accordance with K.S.A. 17-6003 and amendmentsthereto and shall include:

      (1)   A certificate issued within 90 days of the date of application by theproper officer of the jurisdiction where such corporation is incorporated or bya third-party agent authorized by the secretary of state attesting to the factthat such corporation is a corporation in good standing in such jurisdiction;

      (2)   a statement that the corporation is in good standing in the state ofincorporation as of the date the application is signed;

      (3)   the address of the principal office of the corporation;

      (4)   the full nature and character of the business the corporationproposes to conduct in this state, including whether the corporationoperates for profit or not for profit;

      (5)   the location of the registered office of the corporation in this stateand the name of its resident agent for service of process required to bemaintained by this act;

      (6)   the date on which the corporation commenced, or intendsto commence, doing business in this state; and

      (7)   an irrevocable written consent of the foreign corporation that actionsmay be commenced against it in the proper court of any county where there isproper venue by service of process on the secretary of state as provided for inK.S.A. 60-304, and amendments thereto, and stipulating and agreeing that suchservice shall be taken and held, in all courts, to be as valid and binding asif due service had been made upon an officer of the corporation.

      The application shall be executed and filed in accordance withK.S.A. 17-6003, and amendments thereto.

      (c)   After receipt of the application and fee, if the secretary of state findsthat it complies with the provisions of this section, the secretary of stateshall record the original application and return the original, certified inaccordance with K.S.A. 17-6003, and amendments thereto. The certified copy ofthe application shall be prima facie evidence of the right of the corporationto do business in this state. The secretary of state shall not file suchapplication unless:

      (1)   The name of the corporation is such as to distinguish it upon the recordsof the office of the secretary of state from the name of any other corporation,limited liability company or limited partnership organized under the laws ofthis state or reserved or registered as a foreign corporation, limitedliability company or limited partnership under the laws of this state;

      (2)   the corporation has obtained the written consent of such other entity,which has the same name and such consent has been executed and filed with thesecretary of state; or

      (3)   the corporation indicates, as a means of identification and in itsadvertising within this state, the state in which it is incorporated.

      History:   L. 1972, ch. 52, § 141;L. 1973, ch. 100, § 18;L. 1975, ch. 144, § 2;L. 1987, ch. 89, § 2;L. 1999, ch. 41, § 4;L. 1999, ch. 149, § 2;L. 2000, ch. 39, § 44;L. 2004, ch. 143, § 78; Jan. 1, 2005.