§ 1311. Surrender of authority.

(a) An authorized foreign corporation desiring to surrender its
authority shall deliver to the department of state a certificate
entitled "Certificate of surrender of authority of ......... (name of
corporation) under section 1311 of the Not-for-Profit Corporation Law."
The certificate shall be signed. It shall set forth:

(1) The name of the foreign corporation as it appears on the index of
names of existing domestic and authorized foreign corporations of any
kind in the department of state and the fictitious name the corporation
has agreed to use in this state pursuant to paragraph (d) of section
1301 of this article.

(2) The jurisdiction of its incorporation.

(3) The date it was authorized to conduct activities in this state.

(4) That it surrenders its authority to conduct activities in this
state.

(5) That it revokes the authority of its registered agent, if any,
previously designated and consents that process against it in any action
or special proceeding based upon any liability or obligation incurred by
it within this state before the filing of the certificate of surrender
may be served on the secretary of state after the filing thereof in the
manner set forth in paragraph (b) of section 306 (Service of process).

(6) A post office address within or without this state to which the
secretary of state shall mail a copy of any process against it served
upon him or her. The corporation may include an email address to which
the secretary of state shall email a notice of the fact that process
against it has been electronically served upon him or her.

(b) The department shall not file such certificate unless the consent
of the state tax commission to the surrender of authority is attached
thereto.

(c) The authority of the foreign corporation to conduct activities in
this state shall terminate on the filing by the department of state of
the certificate of surrender of authority.

(d) The post office address specified under subparagraph (a) (6) may
be changed by delivering to the department of state a certificate,
entitled "Certificate of amendment of certificate of surrender of
authority of .......... (name of corporation) under section 1311 of the
Not-for-Profit Corporation Law." The certificate shall be signed. It
shall set forth:

(1) The name of the foreign corporation.

(2) The jurisdiction of its incorporation.

(3) The date its certificate of surrender of authority was filed by
the department of state.

(4) The changed post office address, within or without this state, to
which the secretary of state shall mail a copy of any process against it
served upon him.