CHAPTER 26.

CORPORATIONS-FOREIGN.

Section numbers to notes refer to the Revised Statutes of 1914 and sections herein.

Under this section, a contract by a foreign corporation for purchase of real estate to be used for conducting its business within the state is void, the corporation not having complied with the statutes of the state. Lowenmeyer v. National Lumber Co., App., 125 N. E. 67.

A contract in violation of these sections requiring compliance by foreign corporations is void. United States Const Co. v. Hamilton Nat. Bank, 126 N. E. 866.

App.

A contract for installation of sprinkler system by foreign corporation is not "interstate commerce" but "local business." United States Const. Co. v. Hamilton Nat. Bank, App., 126 N. E. 866.

4086. Application to secretary, contents.

Foreign corporations that have designated an agent upon whom process may be served, can not deprive the courts of jurisdiction by revoking the appointment of such agent. Brown-Ketcham etc. Works v. George B. Swift Co., 53 App. 630, 100 N. E. 584, 860; Meixell v. American Motor etc. Co.. 181 Ind. 153, 103 N. E. 1071.

[Acts 1921, p. 114. In force February 28, 1921.]

4092. Fees.-7. Before any foreign corporation shall be authorized to do business in this state it shall be required to pay into the office of the secretary of state upon the proportion of its stock represented by its property and business in Indiana, a fee of twenty-five ($25) dollars on the first ten thousand ($10,000) dollars or under, and one-tenth of one per cent additional on all amounts in excess of ten thousand ($10,000) dollars; for increase in proportion in this state a fee of ten ($10) dollars for an amount of ten thousand ($10,000) dollars or less, and one tenth of one per cent additional on all amounts in excess of ten thousand ($10,000) dollars; for filing annual report, a fee of one ($1) dollar. When the capital stock of any foreign corporation is represented by shares of no par value, the fees payable under the provisions of this act shall be ten cents per share for each of such shares as are represented by the business and

property located in Indiana. In addition there shall be collected such certificate and other fees as elsewhere provided by statute. All fees so collected are to be paid by the secretary to the treasurer of state, as other fees are paid.

This section amends section 4092 Revision of 1914.

Section 2 of the above act provides that the act be in force and effect from and after its passage.

See sections 4098e and 9215.

4094. Penalties, prosecutions.

A contract of a foreign corporation to purchase real estate for the purpose of transacting its business within the state, can not be enforced in view of this section where the corporation has not complied with the statutes of the state. Lowenmeyer v. National Lumber Co., App. - 125 N. E. 67.

[Acts 1921, p. 117. In force May 31, 1921.]

4098a. Without capital stock and not for profit.-1. Before any foreign corporation without capital stock and not for pecuniary profit shall be permitted or allowed to transact business or exercise any of its corporate powers in the State of Indiana, it shall be required to file in the office of the secretary of state a copy of its charter or articles of incorporation duly certified and authenticated by the officer who issued the original, or the officer with whom the original was filed or recorded.

4098b. Application, commencement or transfer of actions.-2. The secretary of state shall have power to prescribe a form of application to be used by such corporations and may in addition thereto propound interrogatories to the applicant respecting the character of the business or undertakings in which said corporation proposes to engage in Indiana. Such obligation shall contain an agreement and stipulation by said corporation that it will not transfer, or cause to be transferred, from any court of this state, to any court of the United States, save by regular course of appeal after trial in the state courts, any action commenced by or against said corporation in any court of this state, by or against any citizen or resident thereof, and that it will not commence in any court of the United States, in this state, on any contract made in this state or liability accrued therein, any suit or action against any citizen or resident of the State of Indiana.

4098c. Certificate of authority.-3. The secretary of state, upon the admission of such foreign corporation to do business in the State of Indiana, shall issue a certificate and shall state in such certificate of authority to do business issued by him the powers and objects of said corporation which may be exercised in this state, and no corporation shall by this certificate of the secretary of state by [be] authorized to transact any business in this state for the transaction of which a corporation can not be organized under the laws of Indiana.

4098d. Service of process, location of office.-4. Each foreign corporation admitted to do business in this state under the provisions of this act shall constantly keep on file in the office of the secretary of state an affidavit of the president and the secretary showing the location of its principal business office in the State of Indiana, and the name of some person who may be found at said office for the purpose of accepting service upon said corporation in all suits that may be commenced against it, and as often as said corporation shall change its location, or its agent or attorney in fact for receiving and accepting service, a new affidavit shall be filed to take the place of all such affidavits previously filed by the officers of said corporation.

4098e. Fees.-5. Before any such foreign corporation shall be authorized to transact business in this state, it shall be required to pay to the secretary of state a fee of five ($5.00) dollars for filing its certified copy of its articles of incorporation or charter and a fee of fifty (50c) cents for issuing a certificate of authority.

See sections 4092 and 9215.

4098f. Name of corporation.-6. No foreign corporation of this class having the same or strikingly similar name as any existing Indiana corporation, or having the same or strikingly similar name as any foreign corporation previously admitted to do business in this state, shall be admitted to do business in this state under such name.