Certificate of Resignation for Receipt of Process
(NY Domestic or Foreign Corporation)

This template Certificate of Resignation for Receipt of Process can be submitted to the New York Secretary of State by a party who wishes to resign as the designated mailing address to receive service of process from the secretary of state on behalf of a domestic or foreign New York corporation. This template includes practical guidance, drafting notes, and alternate clauses. A party whose post office address has been supplied by either a domestic or authorized foreign corporation as its address for service of process may resign by delivering a signed certification of resignation of process to the New York Department of State. The certificate must set forth (1) the name of the corporation; (2) the date its certificate of incorporation or application of authority was filed by the Department of State; (3) the address of the party that was designated by the corporation as the post office address to which the secretary of state is to mail copies of any process served upon the secretary as agent for the corporation, and that such party wishes to resign; (4) that 60 days prior to the filing of the certificate the party had sent a copy of the certificate by registered or certified mail to the address of the corporation's registered agent (if other than the party filing the certificate), or if the corporation has no registered agent, then to the last known address of the corporation; if there is no registered agent or known address, the party must attach an affidavit to the certificate stating that a diligent but unsuccessful search was made to locate the corporation, specifying what efforts were made; and (5) that the corporation must deliver to the Department of State a certificate of amendment or change providing for the designation of a new address and that upon its failure to do so its authority to do business in New York shall be suspended. N.Y. Bus. Corp. Law § 306-A. A filing fee must also be submitted with the certificate of resignation. For additional guidance, see Formation and Qualification (NY Corporation) and Corporation Resource Kit (NY).