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H0220...........................................................by BUSINESS
CORPORATE REPORTS - Amends existing law to provide that annual reports of
corporations, nonprofit corporations and limited liability companies shall
be filed in the office of the Secretary of State before the end of the
month in which the entity was initially organized.
02/12 House intro - 1st rdg - to printing
02/15 Rpt prt - to Bus
02/24 Rpt out - rec d/p - to 2nd rdg
02/25 2nd rdg - to 3rd rdg
02/26 3rd rdg - PASSED - 61-0-9
AYES -- Alltus, Barraclough, Barrett, Bell, Bieter, Black, Bruneel,
Callister, Campbell, Chase, Clark, Crow, Cuddy, Denney, Ellsworth,
Field(13), Field(20), Gagner, Hadley, Hammond, Hansen(23), Henbest,
Hornbeck, Jaquet, Jones, Judd, Kempton, Kendell, Kunz, Lake,
Limbaugh, Linford, Loertscher, Mader, Marley, McKague, Meyer,
Montgomery, Mortensen, Moyle, Pischner, Pomeroy, Reynolds, Ridinger,
Ringo, Robison, Sali, Schaefer, Sellman, Smith, Smylie, Stevenson,
Stone, Taylor(Taylor), Tilman, Tippets, Watson, Wheeler, Williams,
Wood, Zimmermann
NAYS -- None
Absent and excused -- Boe, Deal, Geddes, Gould, Hansen(29), Kellogg,
Stoicheff, Trail, Mr Speaker
Floor Sponsor - Hammond
Title apvd - to Senate
03/01 Senate intro - 1st rdg - to Com/HuRes
03/10 Rpt out - rec d/p - to 2nd rdg
03/11 2nd rdg - to 3rd rdg
03/15 3rd rdg - PASSED - 34-0-1
AYES--Andreason, Boatright, Branch, Bunderson, Burtenshaw, Cameron,
Crow, Danielson, Darrington, Davis, Deide, Dunklin, Frasure, Geddes,
Hawkins, Ingram, Ipsen, Keough, King, Lee, McLaughlin, Noh,
Richardson, Riggs, Risch, Sandy, Schroeder, Sorensen, Stegner,
Stennett, Thorne, Twiggs, Wheeler, Whitworth
NAYS--None
Absent and excused--Parry
Floor Sponsor - Andreason
Title apvd - to House
03/16 To enrol
03/17 Rpt enrol - Sp signed - Pres signed
03/18 To Governor
03/23 Governor signed
Session Law Chapter 210
Effective: 07/01/2000
H0220|||| LEGISLATURE OF THE STATE OF IDAHO |||| Fifty-fifth Legislature First Regular Session - 1999IN THE HOUSE OF REPRESENTATIVES HOUSE BILL NO. 220 BY BUSINESS COMMITTEE 1 AN ACT 2 RELATING TO ANNUAL REPORTS FILED WITH THE SECRETARY OF STATE; AMENDING SECTION 3 30-1-1622, IDAHO CODE, TO CLARIFY LANGUAGE AND TO PROVIDE THAT CORPORATE 4 ANNUAL REPORTS BE FILED BEFORE THE END OF THE MONTH DURING WHICH THE COR- 5 PORATION WAS INITIALLY INCORPORATED OR AUTHORIZED TO TRANSACT BUSINESS IN 6 THIS STATE; AMENDING SECTION 30-3-136, IDAHO CODE, TO PROVIDE THAT NON- 7 PROFIT CORPORATIONS FILE CORPORATE ANNUAL REPORTS BEFORE THE END OF THE 8 MONTH DURING WHICH THE CORPORATION WAS INITIALLY INCORPORATED OR AUTHO- 9 RIZED TO TRANSACT BUSINESS IN THIS STATE; AMENDING SECTION 53-613, IDAHO 10 CODE, TO PROVIDE THAT LIMITED LIABILITY COMPANIES FILE ANNUAL REPORTS 11 BEFORE THE END OF THE MONTH DURING WHICH THE LIMITED LIABILITY COMPANY WAS 12 INITIALLY ORGANIZED OR AUTHORIZED TO TRANSACT BUSINESS IN THIS STATE; AND 13 PROVIDING AN EFFECTIVE DATE. 14 Be It Enacted by the Legislature of the State of Idaho: 15 SECTION 1. That Section 30-1-1622, Idaho Code, be, and the same is hereby 16 amended to read as follows: 17 30-1-1622. ANNUAL REPORT FOR SECRETARY OF STATE. (1) Each domestic corpo- 18 ration, and each foreign corporation authorized to transact business in this 19 state, shall deliver to the secretary of state for filing an annual report 20inon a formprescribedprovided 21 by the secretary of state that sets forth: 22 (a) The name of the corporation and the state or country under whose law 23 it is incorporated; 24 (b) The address of its registered office and the name of its registered 25 agent at that office in this state; 26 (c) The address to which correspondence to the corporation's officers may 27 be mailed; and 28 (d) The names and business addresses of its directors and its president 29 and secretary. 30 (2) Information in the annual report must be current as of the date the 31 annual report is executed on behalf of the corporation. 32 (3) The annual report shall be executed by one (1) of the persons identi- 33 fied in section 30-1-120, Idaho Code, or by another person who is authorized 34 by the board of directors to execute the report. Execution of the annual 35 report constitutes a representation that the person is authorized by the board 36 of directors to execute the report. 37 (4) No annual report need be filed during the first year after a 38 corporation is incorporated or authorized to transact business in this state. 39 The first , and all subsequent annual report s 40mustshall be delivered to the secretary of state 41between July 1 and November 30 of the state fiscal year (July 1 -- June4230) following the state fiscal year ineach year before the end 43 of the month during which a domestic corporation was initially 2 1 incorporated or a foreign corporation was initially autho- 2 rized to transact business.Subsequent annual reports must be delivered3to the secretary of state between July 1 and November 30 of succeeding state4fiscal years.5 (5) If an annual report does not contain the information required by this 6 section, the secretary of state shall promptly notify the reporting domestic 7 or foreign corporation in writing and return the report to it for correction. 8 If the report is corrected to contain the information required by this section 9 and delivered to the secretary of state within thirty (30) days after the 10 effective date of notice, it is deemed to be timely filed. 11 SECTION 2. That Section 30-3-136, Idaho Code, be, and the same is hereby 12 amended to read as follows: 13 30-3-136. ANNUAL REPORT FOR SECRETARY OF STATE. (1) Each domestic corpo- 14 ration, and each foreign corporation authorized to transact business in this 15 state, shall deliver to the secretary of state an annual reportin16on a form prescribed and furnished by the secretary of 17 state. 18 (2) The information in the annual report must be current on the date the 19 annual report is executed on behalf of the corporation. 20 (3) The annual report shall be executed by one (1) of the persons identi- 21 fied in section 30-3-2, Idaho Code, or by another person who is authorized by 22 the board of directors to execute the report. Execution of the annual report 23 constitutes a representation that the person is authorized by the board of 24 directors. 25 (4) No annual report need be filed during the first year after a 26 corporation is incorporated or authorized to transact business in this state. 27 The first , and all subsequent annual report s 28mustshall be delivered to the secretary of state 29between July 1 and November 30 of the state fiscal year (July 1 -- June3030) following the state fiscal year ineach year before the end 31 of the month during which a domestic corporation was initially 32 incorporated or a foreign corporation was initially autho- 33 rized to transact business.Subsequent annual reports must be delivered34to the secretary of state between July 1 and November 30 of the following cal-35endar years.36 (5) If an annual report does not contain the information required in this 37 section, the secretary of state shall promptly notify the reporting domestic 38 or foreign corporation in writing and return the report to it for correction. 39 If the report is corrected to contain the information required in this section 40 and delivered to the secretary of state within thirty (30) days after the 41 effective date of notice, it is deemed to be timely filed. 42 SECTION 3. That Section 53-613, Idaho Code, be, and the same is hereby 43 amended to read as follows: 44 53-613. ANNUAL REPORT OF DOMESTIC AND FOREIGN LIMITED LIABILITY COMPA- 45 NIES. (1) Each domestic limited liability company, and each foreign limited 46 liability company authorized to do business in this state, shall file an 47 annual report setting forth: 48 (a) The name of the limited liability company and the state or country 49 under the laws of which it is organized; 50 (b) The address of the registered office of the limited liability company 51 in this state, and the name of its registered agent in this state at such 3 1 address, and the address of its principal office; 2 (c) If the management of the limited liability company is vested in its 3 members, the name and address of one (1) or more of the current members of 4 the limited liability company; 5 (d) If the management of the limited liability company is vested in a 6 manager or managers, the name and address of one (1) or more of the cur- 7 rent managers of the limited liability company. 8 (2) Such annual report shall be madeinon a 9 form prescribed and furnished by the secretary of state, and the 10 information therein contained shall be given as of the date of the execution 11 of the report. It shall be executed for the limited liability company by a 12 person authorized by the members if management is vested in the members, or by 13 a person authorized by the managers if management is vested in the managers. 14 Execution by such a person constitutes a representation that the authority was 15 granted. If the limited liability company is in the hands of a receiver or 16 trustee, it shall be executed on behalf of the limited liability company by 17 such receiver or trustee. 18 (3)SuchThe annual report of a domestic or 19 foreign limited liability company shall be delivered to the secretary of state 20between the 1st day of July and the 30th day of November of each year,21except that the first annual report of a domestic or foreign limited liability22company shall be filed between the 1st day of July and the 30th day of Novem-23ber of the state fiscal year (July 1--June 30) next succeeding the state fis-24cal year in which its articles of organization were filed with the secretary25of state, or when the certificate of registration was issued by the secretary26of state, as the case may be. The reporteach year before the end 27 of the month during which a domestic limited liability company was initially 28 organized, or a foreign limited liability company was initially authorized to 29 transact business. Beginning one (1) year after a domestic limited liability 30 company is organized or a foreign limited liability company is authorized to 31 transact business, and each year thereafter, the annual report of the limited 32 liability company must be received in the office of the secretary of 33 state not later than the close of business on the30th34 final day ofNovember, or if that date falls on a weekend, on the35next business daythe applicable month . If the secretary 36 of state finds that such report conforms to the requirements of this chapter, 37 he shall file the same. If he finds that it does not so conform, he shall 38 promptly return the same to the limited liability company for any necessary 39 corrections. 40 SECTION 4. This act shall be in full force and effect beginning on July 41 1, 2000. The Secretary of State may accept annual reports filed in accordance 42 with this act beginning in March 2000.
STATEMENT OF PURPOSE
RS 08848
The purpose of this bill is to distribute the processing of all
corporate as well as limited liability company annual reports by the
Secretary of State's Office throughout the year. At present, annual
reports are done once each year. This involves a process which creates
enormous workloads during a few months each year and no activity at all
during the remainder of the year. If the process can be distributed
throughout the year without undue long-term inconvenience to the business
customers, it would even out the work and result in less disruption of
other operations in the Commercial Affairs Division.
As the law now reads, all annual reports must be filed by 30 November
each year. Under this bill, each corporation or limited liability
company would be required to file its annual report with the Secretary of
State's Office during the anniversary of the month that it was originally
incorporated or organized. While this would mean that each discrete
operation (sending notices, second notices, final notices, as well as
receiving and entering reports, and forfeiting those who don't file)
would be done each month for a relatively small number of corporations,
there should not be a disruptive number of any of the variety of steps
during any given month.
FISCAL NOTE
By spreading the work now concentrated in a few months throughout the
year, it may be possible to reduce the reliance on overtime and temporary
workers.
CONTACT: Chuck Goodenough
Deputy Secretary of State, Commercial Affairs
(208) 334-2301
STATEMENT OF PURPOSE/FISCAL NOTE BILL NO.H 220