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Business Law Changes in Vermont & Connecticut – Effective July 1st

Incorporating Services, Ltd. (Incserv) is an active member of the National Public Records Research Association (NPRRA).  One of the many benefits of this membership is the continuous flow of information from other members regarding changes in policy, law and processing of public records searching and filing across the US. We received the below information from the NPRRA.

Please see below for details about the business law changes in Vermont and Connecticut that will take effect on July 1, 2017.

incserv faviconVermont House Bill 868, Laws of 2016, effective July 1, 2017, has amended the Business Corporation Act as follows:

 

  • Authorizes domestic corporations to convert to a wide variety of domestic entities, and such domestic and foreign entity types to convert to a domestic corporation.
  • Expands the types of entities with which domestic corporations are authorized to merge.
  • Authorizes domestic corporations to domesticate to a foreign corporation, and a foreign corporation to domesticate to domestic corporation.
  • Omits specific reference to parent/subsidiary (short form) mergers.

The Bill may be accessed at:  http://legislature.vermont.gov/assets/Documents/2016/Docs/BILLS/H-0868/H-0868%20As%20Passed%20by%20Both%20House%20and%20Senate%20Official.pdf (see Sections E.1. & E.2. of the Bill)

 

incserv faviconConnecticut House Bill 5259, Laws of 2016, as further amended by House Bill 7311, Laws of 2017, has enacted a new LLC law, effective July 1, 2017.  The new law repeals the old law as of the effective date so the new law applies to all LLCs as of that date.  The following sets forth changes as affecting our services and materials:

 

Name

  • Expands protection of name to all entity types on record (formerly, just corporations, LLCs & LPs).
  • Removes protection of administratively dissolved entity names.
  • Provides that entity indicators (e.g. Corp.) are not to be considered by the Secretary of State as a sufficiently distinguishing element between names.
  • Does not provide for renewability of name reservations.
  • Authorizes foreign LLC name registration for renewable one-year periods.

Annual Report

  • Changes the Annual Report due date to April 1 for all LLCs (formerly, the anniversary month of formation or registration).  The State advised that filing in 2017 will proceed under the current requirement.  Accordingly, the first returns and payments to which the new requirement applies will be those due on or before April 1, 2018.

Domestic Amendment

  • Requires a domestic amendment filing where a manager or member knows that any information in the Certificate of Organization is inaccurate.

Foreign LLCs

  • Institutes mandatory foreign amendment triggering events for change of name and home state.
  • Revises post-merger filing by requiring the filing of an Application for Transfer of Registration upon merger of a registered foreign LLC into an unregistered foreign entity (formerly, withdrawal and registration of the surviving entity was required).
  • Provides for a $120 filing fee for Foreign Withdrawal (formerly, no fee).
  • Requires a Statement of Withdrawal to be filed for Foreign Withdrawal (formerly, Certificate of Cancellation).

Miscellaneous

  • Generally requires LLC filings to be signed by an authorized person (formerly, by a member or manager).
  • Authorizes delayed effective dates up to 90 days after filing except for formation and foreign registration filings.
  • Authorizes withdrawal of filings made with the Secretary of State before the filing has become effective.
  • Authorizes correction filings.
  • Revises prescribed contents of a Certificate of Organization (no purposes or statement of management) and Certificate of Registration (no purposes).
  • Revises prescribed contents of Annual Reports and status certificates issued by the Secretary of State.

The Bill can be accessed through the following the following link: https://www.cga.ct.gov/2016/ACT/pa/pdf/2016PA-00097-R00HB-05259-PA.pdf .

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Rhode Island Amends Nonprofit Corporation Law

Incorporating Services, Ltd. (Incserv) is an active member of the National Public Records Research Association (NPRRA).  One of the many benefits of this membership is the continuous flow of information from other members regarding changes in policy, law and processing of public records searching and filing across the US. We received the below information from the NPRRA.

Rhode Island House Bill 5647 and Senate Bill 618, effective June 19, 2017, amend the nonprofit corporation law by substituting the supporting document to be filed upon foreign qualification from a copy of the corporation’s charter to a status certificate (e.g. Certificate of Existence).

rhode islandThe State advised that they will be revising their form next week to reflect the new requirement.  However, the new requirement will be enforced immediately.

The Bills may be accessed through the following links.

HB 5647: http://webserver.rilin.state.ri.us/BillText/BillText17/HouseText17/H5647Aaa.pdf

SB 618: http://webserver.rilin.state.ri.us/BillText/BillText17/SenateText17/S0618A.pdf

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DE Secretary of State Employee Recognition Luncheon

Update*

Reminder…delaware

On Friday, June 9, 2017 an Employee Recognition Luncheon is planned for all the employees of the Delaware Secretary of State – Division of Corporations.  State services have been altered.

* There will be NO “Same Day” or “Must Approval” service filings for this day.

All 30 Minute and One-Hour service filings must be received prior to 10:00 AM (ET)Two-Hour service filings will need to be received prior to 9:00 AM (ET) and 24 Hour service filings must be received prior to 12:00 PM (ET).

We will be able to secure filing dates and times until 10:30 PM (ET).

To meet these deadlines, Incerv must receive all filings AT LEAST 15 MINUTES before the DE SOS corresponding cut-off times.

Incserv will have full-staff available to meet all of your corporate and UCC needs. Contact us via email or call 800.346.4646
(International callers please dial 302.531.0855.)

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Four Changes & Processing Delays to Know About Before Traveling

passportsIf you’re getting ready to travel abroad and need to apply for or renew a U.S. Passport here are a few things you might need to know:

  1. Passport Processing is Slowing

Getting a U.S. Passport or renewing your U.S. Passport is usually pretty easy.  However, the U.S. State Department has recently made some changes to the passports themselves.  The changes combined with an increase of application requests are creating a massive backlog.  So be sure to plan far enough in advance of your trip!

  1. Passports are Changing

Starting in 2016, changes started taking place.  A major change for many people is eye glasses are no longer allowed to be worn in passport photos. Passports also got a makeover with fewer pages and a special coating to better protect the passport book. A new security chip has also been installed inside the passport to better protect against fraud. The U.S. State Department says you can expect to see even more changes in the future as technology continues to advance.

  1. Passport Six Month Validity Rule

A major passport change many people are unaware of is the Six Month Validity Rule.  Many countries, including the majority of European countries, have adopted the rule.  Under the Six Month Validity Rule, you may be denied entry if your U.S. Passport is set to expire within six months.

  1. REAL ID Act Affects Domestic Travel

The REAL ID Act passed in 2005 and comes into effect January 22, 2018. Per the U.S. Department of Homeland Security, “passengers with a driver’s license issued by a state that is still not compliant with the REAL ID Act (and has not been granted an extension) will need to show an alternative form of acceptable identification for domestic air travel to board their flight.” Beginning October 1, 2020, EVERY air traveler will need a REAL ID-compliant license or another acceptable form of ID to board domestic flights.

For more information about U.S. Passports, click here.

For more information about REAL IDs, click here.

Already have your U.S. Passport, but need help processing your Visa? Email  or call us at 202.386.7575 to find out how we can help.

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New GA HB87 – Effective July 1, 2017

GeorgiaIncorporating Services, Ltd. (Incserv) is an active member of the National Public Records Research Association (NPRRA).  One of the many benefits of this membership is the continuous flow of information from other members regarding changes in policy, law and processing of public records searching and filing across the US. We received the below information from the NPRRA.

Georgia HB87 was signed by Georgia Governor Nathan Deal on May 1, 2017. The bill authorizes the Secretary of State to provide for multiple-year registration for business entities and permits the re-domestication/conversion of foreign and domestic nonprofit corporations. The bill becomes effective July 1, 2017.

Navigate using the below link to view the entire bill: http://www.legis.ga.gov/Legislation/20172018/170630.pdf

If you have questions or need assistance, feel free to contact us or call 800-346-4646.