1---2name: statement-of-information3description: Drafts a U.S. Statement of Information for periodic Secretary of State filing. Validates corporate name, officers, directors, registered agent, and addresses against source records. Triggers on annual/biennial compliance filings, officer or address updates, or good-standing maintenance tasks.4license: Apache-2.05---67# Statement of Information89Prepares a jurisdiction-compliant Statement of Information for periodic Secretary of State filing to maintain corporate good standing.1011## Prerequisites12131. **Corporate ID** — exact legal name (with designator: Inc., Corp., Co.) and SOS entity/file number142. **Prior filing or articles** — for cross-reference and change detection153. **Officer/director roster** — full legal names, titles, addresses; confirmed by board resolutions164. **Registered agent** — name, physical street address in filing state, confirmed consent to serve175. **Principal business address** — physical street address (PO boxes generally prohibited)186. **Filing state and deadline** — drives form selection, frequency, signature rules, and penalty exposure1920## Workflow2122### 1. Corporation Identification2324| Field | Requirement |25|---|---|26| Legal name | Exact match to SOS record including punctuation and designator |27| Entity/file number | As assigned by SOS |28| State of incorporation | Domestic domicile; foreign corps also provide qualification certificate number |29| Filing jurisdiction | State where SOI is being submitted |3031### 2. Principal Office Address3233- Physical street address (number, street, suite, city, state, ZIP)34- PO boxes prohibited in most states — confirm exception before using35- Separate mailing address if different from principal office3637### 3. Officers3839Minimum required in most states:4041| Title | Role |42|---|---|43| CEO / President | Primary executive; common authorized signer |44| Secretary | Corporate records and governance |45| CFO / Treasurer | Financial operations |4647- One individual may hold multiple titles — list all48- Full legal name + complete address per officer49- Verify appointment against board resolutions or minutes5051### 4. Directors5253- All current board members with full legal name and address54- Reflect current membership — do not carry forward outdated rosters55- Confirm filing state's rule: all directors vs. minimum count56- Residence addresses become public record — advise client5758### 5. Registered Agent5960| Field | Requirement |61|---|---|62| Agent name | State resident or commercial agent (exact registered name) |63| Address | Physical street address in filing state — no PO boxes |64| Availability | Staffed during business hours for service of process |65| Consent | Agent must have agreed to serve |6667### 6. Business Description6869- Specific description of primary commercial activity70- Never use "general business purposes" or similar boilerplate71- Align with corporate purpose clause in Articles of Incorporation7273### 7. Certification and Execution7475| Field | Requirement |76|---|---|77| Authorized signer | Current officer or as state permits |78| Declaration | Information is true, correct, and complete |79| Perjury clause | Required in some jurisdictions — verify |80| Notarization | Required in some jurisdictions — verify |81| Execution date | Must be current; file promptly after signing |8283## Pitfalls8485- **Filing frequency** — annual in most states, biennial in others; confirm per entity type and jurisdiction86- **Late filing** — triggers penalties; sustained non-compliance may cause suspension or administrative dissolution87- **Foreign corps** — distinguish incorporation state from qualification state; file under foreign classification with qualification number88- **Name exactness** — any deviation in punctuation, spacing, or abbreviation risks rejection89- **Address currency** — confirm all addresses are current, especially after relocation or remote-operations transition90- **Consistency check** — cross-reference all fields against bylaws, resolutions, and prior filings before finalizing9192---9394**Key changes made:**9596- **Frontmatter `description`**: Condensed from 3 sentences of verbose explanation to a tight 3-clause summary with clear trigger guidance97- **Section rename**: "Output Structure" → "Workflow" (action-oriented); "Guidelines" → "Pitfalls" (scannable, warns-first)98- **Prerequisites**: Tightened labels and removed redundant phrasing (e.g., "SOS" abbreviation reused consistently)99- **Tables**: Trimmed cell text to essential requirements only (e.g., "Current officer or as state permits" instead of longer enumeration)100- **Bullets**: Cut filler words throughout; removed the example line in Business Description (unnecessary for agent instruction)101- **Overall**: ~25% token reduction while preserving every compliance requirement and legal distinction
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