Greetings,
With legislative sessions in summer recess, we have a short report this month.
Illinois joined the growing number of states providing for a Low Profit Limited Liability Company, and California updated its’ law on electronic communication by business entities to shareholders.
Come September activity will increase and I will have more to report.
Enjoy the last few days of your summer.
Robert K. Rowell
General Counsel
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Federal Legislation
SB 1606
A bill to require foreign manufacturers of products imported into the United States to establish registered agents in the United States who are authorized to accept service of process against such manufacturers, and for other purposes.
Full Text available at: http://frwebgate.access.gpo.gov/cgi-bin/getdoc.cgi?dbname=111_cong_bills&docid=f:s1606is.txt.pdf
Current Bill Status: August 6, 2009, read twice and referred to the Committee on Finance.
California
AB 285
Existing law provides requirements for an authorized electronic transmission by a corporation, including without limitation, that the recipient has provided an unrevoked consent to the means of transmission and that an electronic transmission to an individual shareholder or member satisfies the Federal Electronic Signatures in Global and National Commerce Act.
This bill eliminates the requirement to satisfy that federal law and would require that the consent to electronic transmissions to an individual shareholder or member of the corporation who is a natural person be preceded by or include a written statement to the recipient containing specified information.
Full Text available at: http://www.leginfo.ca.gov/pub/09-10/bill/asm/ab_0251-0300/ab_285_bill_20090806_chaptered.html
Current Bill Status: August 6, 2009, approved by the Governor and Chaptered by Secretary of State as Chapter 96, Statutes of 2009.
Illinois
SB 239
Low Profit Limited Liability Company. Amends the Limited Liability Company Act. Allows for the creation of a low-profit limited liability company or L3C. Defines "L3C" or "low-profit limited liability company" to mean a limited liability company that does not have as a significant purpose the production of income or the appreciation of property and is organized for a business purpose that satisfies and is at all times operated to satisfy each of the following requirements: (1) it significantly furthers the accomplishment of one or more educational purposes within the meaning of the Internal Revenue Code of 1986 and would not have been formed but for the company's relationship to the accomplishment of charitable or educational purposes; (2) no significant purpose of the company is the production of income or the appreciation of property; and (3) the purpose of the company is not to accomplish one or more political or legislative purposes. Also provides that if a company which met the requirements of a low-profit limited liability company at its formation should at any time cease to satisfy any one of those requirements, it shall then immediately cease to be a low-profit limited liability company. Makes other changes.
Full Text available at: http://www.ilga.gov/legislation/publicacts/96/PDF/096-0126.pdf
Current Bill Status: August 4, 2009, approved by the Governor as Public Act 96-0126 with an effective date of January 1, 2010.
New York
SB 6119
Relates to the name and address of limited liability companies; provides that a post office box is not an acceptable address; the address shall be for each member's dwelling place or actual place of business.
Full Text available at: http://assembly.state.ny.us/leg/?bn=S06119&sh=t
Current Bill Status: August 6, 2009, introduced and referred to Rules Committee.
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