SEC. 79-11-363. Foreign corporations, authority to transact business; transacting business defined.
(1) A foreign corporation may not transact business in this state until it obtains a certificate of authority from the Secretary of State.
(2) The following activities, among others, do not constitute transacting business within the meaning of subsection (1) of this section:
(a) Maintaining, defending or settling any proceeding;
(b) Holding meetings of the board of directors or members or carrying on other activities concerning internal corporate affairs;
(c) Maintaining bank accounts;
(d) Maintaining offices or agencies for the transfer, exchange and registration of memberships or securities or maintaining trustees or depositaries with respect to those securities;
(e) Selling through independent contractors;
(f) Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts;
(g) Creating or acquiring indebtedness, mortgages and security interests in real or personal property;
(h) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts;
(i) Owning, without more, real or personal property;
(j) Conducting an isolated transaction that is completed within thirty (30) days and that is not one in the course of repeated transactions of a like nature;
(k) Transacting business in interstate commerce.
(3) The list of activities in subsection (2) of this section is not exhaustive.
SOURCES: Laws, 1987, ch. 485, Sec. 132, eff from and after January 1, 1988.