New York Laws
Article 23-A - Fraudulent Practices in Respect to Stocks, Bonds and Other Securities
352-A - Foreign Corporation to Make Designation.

§ 352-a. Foreign corporation to make designation. 1. If the stocks,
bonds or other securities of a foreign corporation, association, common
law trust or similar organization are offered or advertised for sale
within the state of New York and such corporation, association, common
law trust or other organization has not filed pursuant to laws
heretofore or hereafter existing the designation of a person upon whom
process against it may be served or the designation of the secretary of
state as such person pursuant to section thirteen hundred four of the
business corporation law or other laws heretofore or hereafter existing
or, in lieu thereof, an instrument in writing duly acknowledged and
filed in the office of the secretary of state designating the secretary
of state as the person upon whom may be served any subpoena, subpoena
duces tecum or other process directed to such foreign corporation,
association, common law trust or similar organization and issued in any
investigation, examination or proceeding pending or about to be
instituted under and pursuant to the provisions of this article, the
attorney-general may serve a notice upon such corporation, association,
common law trust or similar organization, or upon any nonresident
officer thereof, by mailing the same in a securely sealed postpaid
wrapper addressed to such corporation, association, common law trust or
similar organization or officer thereof at its or his last known place
of business or residence, and may in such notice require that such
corporation, association, common law trust or similar organization or
such officer furnish a written statement, verified as required in said
notice, giving the information therein specified relating to the stocks,
bonds or other securities of such corporation, association, common law
trust or similar organization or, in the alternative, that such
corporation, association, common law trust or other organization, by its
proper officer or officers, or such officer, shall appear within a
reasonable time from the date of mailing of such notice at a designated
place within this state for examination and shall produce at the time
and place of such examination such books and papers of such corporation,
association, common law trust or similar organization as may be
designated in such notice.

2. If such corporation, association, common law trust or similar
organization or such officer thereof shall fail to furnish the statement
called for by such notice, or shall fail to appear pursuant thereto or
to produce the books and papers required thereby to be produced, or
refuse to submit to examination or to answer any proper question, the
proof of such failure or refusal shall constitute prima facie evidence
that the sale or offering for sale or advertisement of the stocks, bonds
or other securities of such corporation, association, common law trust
or similar organization constitutes a fraudulent practice within the
meaning of this article and may in the discretion of the court be
treated as a sufficient basis for a permanent injunction against the
continuance of such fraudulent practice.

3. The department of state shall keep a record of each process served
upon the secretary of state under this chapter, including the date of
service. It shall, upon request made within ten years of such service,
issue a certificate under its seal certifying as to the receipt of the
process by an authorized person, the date and place of such service and
the receipt of the statutory fee. Process served upon the secretary of
state under this chapter shall be destroyed by him after a period of ten
years from such service.