Statutory Updates & Filing Office News

Arkansas
The Arkansas Secretary of State’s office sent email messages announcing that 2010 Franchise Tax forms are available for filing online by Monday, May 3.  Advantage of online filing include immediate confirmation of filing; previous online filed images available to view; automatic ACH debit from bank account or credit card payment; transaction history available to view; and live help/customer service.       
https://www.ark.org/sos/franchise/index.php

Delaware
March 1 is the deadline for domestic corporations to file annual reports and pay franchise tax. The Secretary of State’s office issued a reminder regarding annual reports filed for dissolution/merger/conversion. Assumed Par Value Minimum tax is now $350 instead of $75 for alternative method. The state will accept a short dissolution filed under GCL Section 391 even if corporation recalculates to new minimum of $350.

House Bill 297 signed by the governor January 26 and effective retroactively to January 1, 2006 confirms existing practices relating to administration of corporation franchise tax and requires reporting corporations to submit to the Secretary of State the consolidating ending balance sheets which accompany such schedule as a reconciliation of its reported total assets or total gross assets to the consolidated total assets reported on the schedule.
http://legis.delaware.gov/LIS/lis145.nsf/vwLegislation/HB+297?Opendocument

Illinois
The Illinois Secretary of State's Office is reminding foreign corporations of requirement to file certified copies of merger documents from their domestic state if they are a post merger survivor according to Illinois BCA Section 13.35. Application for new or amended authority is not necessary unless there are changes to name, duration of existence, or purpose.

Louisiana
The Louisiana Secretary of State Commercial Division now offers online filing of domestic corporation, not-for-profit corporation and LLC formations and foreign corporation applications for certificate of authority.  Before an online filing is accepted for filing, the state requires emailed consent of a registered agent being appointed by the business entity in the online filing.  More information is available at:
http://www.sos.louisiana.gov/tabid/903/Default.aspx

New Jersey
Assembly Bill 2882 (Public Law 2009, Chapter 177) signed January 11 by governor  provides for 1-hour and 2-hour expedited service options. Fee schedule will be set by state treasurer by regulation. The bill also deleted the $15.00 fee for telephone and expedited over-the-counter service.  The treasurer will set the new fee by regulation.  Under current law, expedited service is available as a priority same day service.  “Same day service” is defined under current regulation as “no later than 8.5 business hours from the time the request is received”. The bill is based on the expedited corporate filing options available in Delaware.  Bill text can be accessed at:
http://www.njleg.state.nj.us/2008/Bills/A3000/2882_I2.HTM

AB 2879 (Public Law 2009, Chapter 176) signed January 11 by governor provides that any notice required or permitted pursuant to NJ Business Corporation Act or by certificate of incorporation or by-laws or any resolution of directors or shareholders, may be sent by electronic transmission.  Bill text can be accessed at:
http://www.njleg.state.nj.us/2008/Bills/A3000/2879_I2.HTM

AB 4063 (Public Law 2009, Chapter 296) signed January 17 enacts the Foreclosure Fairness Act and amends the Mortgage Stabilization and Relief Act.
http://www.njleg.state.nj.us/2008/Bills/A4500/4063_R3.HTM

New Mexico
Expedited filing service is now available at the Public Regulation Commission (PRC) Corporation Division for a non-refundable separate fee of  $300 plus the filing fee and 2-business day filing for $200 plus the filing fee.  If the expedited fee and other applicable filing fees are combined on one check, the documents will be rejected. For same day service, the documents must be received at the PRC by 2:00 pm Mountain Time.

Oregon
February 27 is the effective date for filing fee increases at the Oregon Secretary of State resulting from House Bill 3405 which was ratified by Voter Referendum Measure 67 on Tuesday, January 26.   Fees increase from $50 to $100 for domestic entity formations, annual reports, amendments, and dissolutions and from $50 to $275 for foreign entity qualifications, annual reports, amendments and withdrawals.  Assumed Business Name and Name Reservations filings and renewals will remain at $50.  UCC filings will increase from $10 to $15.  Link below opens to information on the Secretary of State’s office regarding the fee changes:
http://www.sos.state.or.us/corporation/announcements/measure67.htm

International

Commonwealth of Puerto Rico
Changes to the Corporate Annual Report and LLC Annual Fee were included in Senate Bill 124 signed by the governor as Law No. 164 of December 16, 2009 to replace the General Corporation Law of 1995.  The LLC Annual Fee of $100 is now due March 1 instead of April 15.  The LLC Annual Fee form can be accessed at: http://www.estado.gobierno.pr/Formularios/Corporaciones/Derecho%20Anual.pdf

Corporate Annual Reports which are due April 15 no longer require notary acknowledgment. If annual revenue in PR exceeds $3 million, a balance sheet certified by a Puerto Rico CPA must accompany the Corporate Annual Report.  If annual revenue in PR does not exceed $3 million, a CPA compiled balance sheet must accompany the Corporate Annual Report.  The new Corporate Annual Report can be accessed at:
http://www.estado.gobierno.pr/Formularios/Corporaciones/IACF.pdf