| corporations - Corporation Report filing and compliance |
Corporation Report Filing and Compliance
Report Compliance
Our goal is to ensure
that regulatory compliance is maintained for each corporation
in accordance with the "Corporate Reports Act". All corporations
Profit and Nonprofit, Foreign and Domestic, that are not exempted
shall file reports. This section is responsible for processing,
reviewing, and collection of proper accompanying fees on biennial
profit corporate reports and nonprofit corporate reports. This
section returns reports for correction/completion to comply
with statutory requirements. This section also sends out reports,
notices of noncompliance, non-filers and renewal of suspensions
of business on a monthly basis.
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Tax Compliance Section
This section is
responsible for performing internal audits on each aspect of
report compliance to determine the corporation's status and
communicate with the corporation or their representative, attorneys,
accountants, the general public and our state or federal agencies
to instruct on corporate status, in a professional and efficient
manner. They also issue certificates of good standings, tax
clearances, and suspensions of business requests, as well as
other compliance forms.
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First Profit or Nonprofit Corporate Report
The First Profit or Nonprofit Corporate Report is
required to be filed within thirty days after the date on which its certificate
of incorporation or its certificate of authority, as the case may be, is
issued by the commission, and thereafter biennially for profit corporations
and annually for nonprofit corporations. The taxable year-end shall be stated
on this report. If no taxable year-end is stated, the commission will set
the corporation up on a 12/31-year end.
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Biennial Profit Corporate Report Procedure
After the filing of the First Report by a profit corporation,
the Biennial Profit Corporate Report will be filed on or
before the fifteenth day of the third month following the end of its financial/taxable
year-end, which may be a fiscal year-end or a calendar year-end.
A Biennial
Profit Corporate Report is required every other year depending on the last
digit of the NMPRC number.
If the corporation has a last digit that is even,
then they file a Biennial Profit Corporate Report for the even taxable year-ends.
The opposite will apply to the odd last digit NMPRC number corporations,
as they will file for the odd taxable year-ends.
If a corporation fails to
file the required report within the time prescribed for any reporting period,
a civil penalty of $200 will be incurred in addition to the fee for filing
the report.
Sixty days after written notice of failure to file a report has
been mailed, the corporation shall have its certificate of incorporation/authority
canceled.
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Nonprofit Corporate Report Procedure
Nonprofit corporations are required to file every year.
The Nonprofit Corporate Report of a nonprofit domestic or
nonprofit foreign corporation shall be delivered to the commission on or
before the fifteenth day of the fifth month following the end of its taxable
year. Each nonprofit corporation, domestic or foreign, that fails or refuses
to file any report for any year within the time prescribed by the Nonprofit
Corporation Act shall be subject to a penalty of ten dollars in addition
to the fee for filing the report.
The Public Regulation Commission allows three additional days when considering the postmark as the date of submission when determining if a filing is timely. This will apply to both the Profit and Nonprofit filings.
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Extension Of Time To File The Required Report
A corporation may, upon application to the Public Regulation
Commission by the due date upon which a report is required to be filed under
the Corporate Reports Act [Chapter53, Article 5 NMSA 1978], petition the commission for an extension of
time in which to file the required report. For good cause shown, the Public
Regulation Commission may extend, for no more than a total of twelve months,
the date on which any return is required by the provisions of the Corporate
Reports Act. This request must be in writing.
The Public Regulation Commission shall, when an extension of time has been granted a corporation under the United States Internal Revenue Code of 1986 for the time in which to file a return, grant the corporation the same extension of time to file the required return and to pay the required fees and tax, if a copy of the approved federal extension of time is attached to the corporation's annual/biennial report. No extension of time granted shall prevent the accrual of interest as otherwise provided by law.
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Limited Liability Companies are Exempt from Filing Reports
LIMITED
LIABILITY COMPANIES ARE EXEMPT FROM FILING REPORTS
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Cooperative Report Procedure
A Cooperative Association shall, annually within sixty
days of the close of its operations for that year, make a report of its condition
sworn to by the President and Secretary, which report shall be filed with
the New Mexico Public Regulation Commission.
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Cooperative Licensing
Regular Cooperatives / Chapters 53-4-1
to 54-4-45. License runs from date of incorporation. License Fee -
$20.00
Rural Electric / Chapters 62-15-1 to 63-15-33. License runs from July 1 thru June 30. License Fee - $10.00 per 100 members
Market Cooperatives /Chapters 76-12-1 to 76-12-23. License runs from date of incorporation. License Fee - $25.00
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Change of Taxable Year End (TYE)
If approval through the Internal Revenue Service was necessary,
then a copy of the letter from the IRS approving the change of Taxable Year
End must be submitted. If no approval was necessary, a letter of explanation
stating the law that allowed the change and listing the effective date (mm/dd/yy)
of the change is required.
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Profit Tax Clearance Request
Request for clearance for dissolution/withdrawal must
be submitted in writing to the New Mexico Public Regulation Commission and
must set forth its final day of business (mm/dd/yy). Corporation must be
in Good Standing through the final day of business. Tax Clearance
Request Form
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Nonprofit Tax Clearance Request
Request for clearance for dissolution/withdrawal must
be in writing to the New Mexico Public Regulation Commission. Corporation
must be in Good Standing.
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Rescinding Tax Clearance
If a corporation has been issued a Tax Clearance and the
corporation wants to have the clearance rescinded, a signed notarized affidavit
must be submitted stating that the corporation wants the Tax Clearance Rescinded.
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Suspension Of Business Request
The Suspension of Business Request is filed in lieu of
the report that is due. This request must be mailed within a year from the
due date of the current report due, to be in lieu of the report. Corporation
must be in Good Standing and not engaging in active business. A dormant corporation
may continue in dormant status by filing a statement of renewal every five
years.
Any corporation in this class may be fully revived by the resumption of active business and the filing of the annual/biennial report.
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Reinstatements
A corporation administratively revoked may apply to the
commission for reinstatement within two years after the effective date of
revocation.
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Audits
A request for an Audit, for delinquencies in filing, must
be submitted in writing signed by an authorized officer or agent.
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Good Standings
A request for a Certificate of Good Standing and Compliance
must be submitted in writing with the required fee. The commission may issue
a certificate of Good Standing and Compliance if the corporation requesting
the certificate has paid all fees due at the time of the request. (A request
for a Certificate of Not in Good Standing must be submitted in writing with
the required fee.)
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Miscellaneous Certificates
A certificate issued by the commission under its seal,
as to the status or nonexistence of a corporation, which does not include
good standing or not in good standing. The request must be submitted in writing
with the required fee.
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Protest Letters
A request for waiver of the late filing penalty must be
submitted to the attention of Stacy Starr-Garcia, Bureau Chief, if the fault does
not lie with the New Mexico Public Regulation Commission. A determination
shall be made by the Tax Examiner/Collector/Revenue Agent.
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Inquiries
All inquiries are to be submitted to:
New Mexico Public Regulation Commission
P.O. Box 1269
Santa Fe, New Mexico 87504-1269
Please refer to the New Mexico Public Regulation Commission Schedule of
Fees for all required fees.
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What is a registered agent?
An individual or corporation, which
may be a domestic corporation or a foreign corporation
authorized to transact business in our state who
is going to accept service of process in the event
a corporation is sued.
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What
is a Director?
One of a group of persons entrusted
with the overall direction of a corporate enterprise.
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What
is an Officer?
One of a group of persons who carry
out the daily functions of the corporation.
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What
do I enter as the Taxable Year End?
The Taxable Year End is the date
the corporate books are closed each year. It may
be either a calendar year end or a fiscal year end.
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How
do I obtain a clearance for dissolution/withdrawal?
A request for clearance must be
submitted in writing stating the final day of business.
The corporation must be in Good Standing before a
clearance can be issued.
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Can
an officer be a director?
Yes, but you must state the titles
held for each individual listed.
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What
is the final day of business?
The date the corporation ceased
business.
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What
is your web address?
http://nmprc.state.nm.us/corporations
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What
is your street address, name of building and room number
for overnight service?
Public Regulation Commission
Corporation Bureau
1120 Paseo de Peralta
PERA Building Ground Floor
Santa Fe, NM 87504
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How
do I get a Certificate of Good Standing and Compliance?
Send a letter requesting Certificate
of Good Standing, along with the required filing
fee. Please refer to our fee schedule for the appropriate
fee. You may also come in person to our office from
8:00 a.m. to 5:00 p.m. Monday through Friday (closed
on holidays).
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How
much does a Certificate of Good Standing and Compliance
cost?
For each certificate requested: $50
for a profit corporation, $25 for a limited liability
company and $10 for a nonprofit corporation. Corporations
must be in good standing to obtain a certificate
of good standing.
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To
whom do I make the money order or check payable?
New Mexico Public Regulation Commission
(NMPRC).
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Is
there something in writing I can get that states a
corporation is in good standing that doesn't cost anything?
Click on the name of the corporation
on our web site and print the page with status and
other information.
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What
makes a corporation not in Good Standing and Compliance?
Either for failure to file reports
or pay fees due. Call our compliance staff at (505) 827-4510
for specifics.
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Can
I walk in to your office to get a Certificate of Good
Standing and Compliance ?
Yes. Come to our office between 8:00
a.m. and 5:00 p.m. Bring a check or a money order.
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How
long does it take to get a Certificate of Good Standing
and Compliance?
Upon written request, the Commission
has 10 days in which to issue a Certificate of Good
Standing and Compliance. For same day service, you
may come in person to our office.
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What
are your office hours?
8:00 a.m. to 5:00 p.m., Monday through
Friday; closed holidays.
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What
is your direct number?
For report compliance call (505) 827-4502.
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How
do I dissolve/withdraw my corporation?
Forms are on our web site or you
can call, (505)827-4511 for forms.
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How
do I get a clearance for dissolution/withdrawal?
Send a request for clearance with
the final day of business MM/DD/YY.
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I
am no longer in business; do I still need to file a
report with your bureau?
All corporations are required to
file reports, even if no business is being transacted;
however, a corporation may apply for suspension.
This would place the corporation in an inactive status
and reports would not be required to be filed. The
suspension is good for five years.
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I've
lost my documents; how do I get a replacement?
Contact our Copies Section at (505)827-4513.
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I
can't find my corporation listed on your web site,
what am I doing wrong?
Read the abbreviations at the beginning
of our inquiry page.
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Is
this corporate name available?
Call Charter Documents at (505)827-4511
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