Annual report; updates; rules

(1) A domestic corporation, and a foreign corporation authorized to transact business in this state, shall by the corporation’s anniversary deliver to the office of the Secretary of State for filing an annual report that sets forth: (a) The name of the corporation and the state or country under whose law the corporation is incorporated; (b) The street address of the corporation’s registered office and the name of the corporation’s registered agent at the registered office in this state; (c) The address, including street and number and mailing address, if different, of the corporation’s principal office; (d) The names and addresses of the president and secretary of the corporation; (e) A description of the primary business activity of the corporation; and (f) Additional identifying information that the Secretary of State may require by rule. (2) The information contained in the annual report must be current as of 30 days before the anniversary of the corporation. (3) The Secretary of State shall mail the annual report form to any address shown for the corporation in the current records of the office of the Secretary of State. The failure of the corporation to receive the annual report form from the Secretary of State does not relieve the corporation of the corporation’s duty under this section to deliver an annual report to the office. (4) If an annual report does not contain the information this section requires, the Secretary of State shall notify the reporting domestic or foreign corporation in writing and return the report to the corporation for correction. The domestic or foreign corporation must correct the error within 45 days after the Secretary of State gives the notice. (5)(a) A domestic or foreign corporation may update information that is required or permitted in an annual report filing at any time by delivering to the office of the Secretary of State for filing: (A) An amendment to the annual report if a change in the information set forth in the annual report occurs after the report is delivered to the office for filing and before the next anniversary; or (B) A statement with the change if the update occurs before the domestic or foreign corporation files the first annual report. (b) This subsection applies only to a change that is not required to be made by an amendment to the articles of incorporation. (c) The amendment to the annual report filed under paragraph (a) of this subsection must set forth: (A) The name of the corporation as shown on the records of the office; and (B) The information as changed.