1.Annual report.
Each year, each limited liability company or each foreign limited liability company authorized to conduct business in this State shall deliver
to the office of the Secretary of State for filing an annual report setting forth:
A. The name of the limited liability company or the foreign limited liability company; [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]
B. The information required by Title 5, section 105, subsection 1; [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]
C. The address of the limited liability company's or foreign limited liability company's principal office; [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]
D. A brief statement of the character of the business in which the limited liability company is actually engaged in this State;
and [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]
E. The name and address of at least one person who is a member, manager or other authorized person of the limited liability company. [2011, c. 113, Pt. B, §8 (AMD).]
[
2011, c. 113, Pt. B, §8 (AMD)
.]
2.Current information.
Information in an annual report under this section must be current as of the date the report is delivered to the office of
the Secretary of State for filing.
[
2009, c. 629, Pt. A, §2 (NEW);
2009, c. 629, Pt. A, §3 (AFF)
.]
3.First annual report; subsequent reports.
The first annual report under this section must be delivered to the office of the Secretary of State between January 1st and
June 1st of the year following the calendar year in which a limited liability company was formed or a foreign limited liability
company delivered its statement of foreign qualification to the office of the Secretary of State for filing. For subsequent
years, annual reports must be delivered to the office of the Secretary of State between January 1st and June 1st of the following
calendar year.
[
2009, c. 629, Pt. A, §2 (NEW);
2009, c. 629, Pt. A, §3 (AFF)
.]
4.Filing.
The report, together with the filing fee required by this chapter, must be delivered for filing to the office of the Secretary
of State, who shall file the report if the Secretary of State finds that it conforms to the requirements of subsection 1.
If the Secretary of State finds that the report does not conform to the requirements of subsection 1, the Secretary of State
shall promptly mail or otherwise return the report to the reporting limited liability company for any necessary correction.
If the report is corrected to contain the information required in subsection 1 and delivered to the office of the Secretary
of State within 30 days after the effective date of the notice, it is timely delivered. Proof to the satisfaction of the
Secretary of State that, prior to the date that penalties become effective for late delivery of an annual report as established
by the Secretary of State by rule, the report was deposited in the United States mail in a sealed envelope, properly addressed,
with postage prepaid or was delivered in a medium authorized by the Secretary of State is deemed in compliance with this requirement.
The penalties prescribed by this chapter for failure to file the report by the date required by rule by the Secretary of State
do not apply if the report is corrected to conform to the requirements of this chapter and returned to the Secretary of State
within 30 days from the date on which the report was mailed or otherwise returned to the limited liability company by the
Secretary of State.
[
2009, c. 629, Pt. A, §2 (NEW);
2009, c. 629, Pt. A, §3 (AFF)
.]
5.Certificate of excuse.
The Secretary of State, upon application by a limited liability company and satisfactory proof that it has ceased to transact business and that it is not indebted to this
State for failure to file an annual report and to pay any fees or penalties accrued, shall file a certificate of the fact
and shall give a duplicate certificate to the limited liability company, after which the limited liability company is excused
from filing annual reports with the office of the Secretary of State, as long as the limited liability company in fact transacts
no business. The name of a limited liability company remains in the office of the Secretary of State's records of entity
names and is protected for a period of 5 years following excuse.
[
2011, c. 113, Pt. B, §9 (AMD)
.]
6.Resumption of business.
A limited liability company that has been excused from filing annual reports pursuant to subsection 5 may elect to resume transacting
business. A certificate executed and filed as provided in section 1673 setting forth that an election was made to resume
the transaction of business authorizes the limited liability company to resume transaction of business. After that certificate is filed, the limited liability company is required to file annual reports beginning with the next reporting deadline following resumption.
[
2011, c. 113, Pt. B, §10 (AMD)
.]
SECTION HISTORY
2009, c. 629, Pt. A, §2 (NEW).
2009, c. 629, Pt. A, §3 (AFF).
2011, c. 113, Pt. B, §§8-10 (AMD).
Data for this page extracted on 10/16/2012 08:27:01.