N.D. Cent. Code § 10-01.1-11

Current through 2023 Legislative Sessions

Section 10-01.1-11 - Resignation of registered agent - Removal of agent appointed without consent

1. Until the legal existence of a represented entity ceases, or until the authority of a foreign entity is withdrawn or revoked, a registered agent may resign at any time with respect to a represented entity by filing with the secretary of state a statement of resignation signed by or on behalf of the registered agent which states:

a. The name of the entity;

b. The name of the registered agent;

c. That the registered agent resigns from serving as agent for service of process for the entity; and

d. The name and address of the person to which the registered agent will send the notice required by subsection 3.

2. A statement of resignation takes effect on the earlier of the thirty-first day after the day on which it is filed or the appointment of a new registered agent for the represented entity.

3. The registered agent shall promptly furnish the represented entity with notice in a record of the date on which a statement of resignation was filed.

4. When a statement of resignation takes effect, the registered agent ceases to have responsibility for any matter tendered to it as agent for the represented entity. A resignation under this section does not affect any contractual rights the entity may have against the registered agent or that the registered agent may have against the entity.

5. A registered agent may resign with respect to a represented entity whether or not the entity is in good standing but not after the legal existence of the represented entity has ceased or, in the case of a foreign entity, after its authority has been withdrawn or revoked.

6. If a person becomes aware of having been named as a registered agent without the person's prior consent, the appointed person shall notify the secretary of state in writing of the nonconsensual appointment. Upon notification, the secretary of state shall remove the appointed person as registered agent in the published record and notify the entity that it fails to maintain a registered agent. The entity that filed a document with the secretary of state evidencing a nonconsensual appointment of registered agent is subject to the provisions related to failure to maintain a registered agent as provided in the laws of this state which govern the entity and the documents filed.

N.D.C.C. § 10-01.1-11

Amended by S.L. 2015, ch. 86 (HB 1335),§ 1, eff. 7/1/2015.