SEC. 79-11-115. Secretary of State to file documents; refusal to file document; filing of documents as ministerial.
(1) If a document delivered to the Office of the Secretary of State for filing satisfies the requirements of Section 79-11-105, the Secretary of State shall file it.
(2) The Secretary of State files a document by stamping or otherwise endorsing "Filed," together with the Secretary of State's name and official title and the date and the time of receipt, on both the original and copy of the document and on the receipt for the filing fee. After filing a document, except as provided in Sections 79-11-167 and 79-11-379, the Secretary of State shall deliver the document copy, with the filing fee receipt (or acknowledgement of a receipt if no fee is required) attached, to the domestic or foreign corporation or its representative.
(3) Upon refusing to file a document, the Secretary of State shall return it to the domestic or foreign corporation or its representative within five (5) days after the document was delivered, together with a brief, written explanation of the reason or reasons for the refusal.
(4) The Secretary of State's duty to file documents under this section is ministerial. Filing or refusal to file a document does not:
(a) Affect the validity or invalidity of the document in whole or in part;
(b) Relate to the correctness or incorrectness of information contained in the document; or
(c) Create a presumption that the document is valid or invalid or that information contained in the document is correct or incorrect.
SOURCES: Laws, 1987, ch. 485, Sec. 8, eff from and after January 1, 1988.
1997 Amendment:
SECTION 45. Section 79-11-115, Mississippi Code of 1972, is amended as follows:
79-11-115. (1) If a document delivered to the office of the Secretary of State for filing satisfies the requirements of Section 79-11-105, the Secretary of State shall file it.
(2) The Secretary of State files a document by recording it as filed on the date and * * * time of receipt * * *. After filing a document, except as provided in Sections 79-11-167 and 79-11-379, the Secretary of State shall deliver * * * to the domestic or foreign corporation or its representative a copy of the document with an acknowledgement of the date and time of filing.
(3) Upon refusing to file a document, the Secretary of State shall return it to the domestic or foreign corporation or its representative within five (5) days after the document was delivered, together with a brief, written explanation of the reason or reasons for the refusal.
(4) The Secretary of State's duty to file documents under this section is ministerial. Filing or refusal to file a document does not:
(a) Affect the validity or invalidity of the document in whole or in part;
(b) Relate to the correctness or incorrectness of information contained in the document; or
(c) Create a presumption that the document is valid or invalid or that information contained in the document is correct or incorrect.
SOURCE: 1997 Laws, Chapter 418, Sec. 45, HB1313, Effective July 1, 1997.