2 | | - | AN ACT concerning business entities; authorizing a change of registered office address by |
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3 | | - | a current occupant under the business entity standard treatment act; changing the |
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4 | | - | information required in an amendment to the articles of incorporation for a |
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5 | | - | cooperative; relating to filings with the secretary of state; modifying requirements for |
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6 | | - | business entity information reports; eliminating references to a certificate of fact; |
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7 | | - | modifying filing requirements for registration of foreign covered entities; amending |
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8 | | - | K.S.A. 17-2036, 17-2718, 17-4615, 17-4634, 17-4677, 17-7002, 17-7503, 17-7504, |
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9 | | - | 17-7505, 17-7506, 17-76,136, 17-76,139, 17-7903 and 17-7931 and K.S.A. 2023 |
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10 | | - | Supp. 56-1a605, 56-1a606, 56-1a607, 56a-1001, 56a-1201 and 56a-1202 and |
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11 | | - | repealing the existing sections. |
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| 3 | + | By Committee on Elections |
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| 4 | + | Requested by Clay Barker on behalf of the Office of the Secretary of State |
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| 5 | + | 2-1 |
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| 6 | + | AN ACT concerning business entities; authorizing a change of registered |
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| 7 | + | office address by a current occupant under the business entity standard |
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| 8 | + | treatment act; changing the information required in an amendment to |
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| 9 | + | the articles of incorporation for a cooperative; relating to filings with |
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| 10 | + | the secretary of state; modifying requirements for business entity |
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| 11 | + | information reports; eliminating references to a certificate of fact; |
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| 12 | + | modifying filing requirements for registration of foreign covered |
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| 13 | + | entities and limited partnerships; amending K.S.A. 17-2036, 17-2718, |
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| 14 | + | 17-4615, 17-4634, 17-4677, 17-7002, 17-7503, 17-7504, 17-7505, 17- |
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| 15 | + | 7506, 17-76,136, 17-76,139, 17-7903 and 17-7931 and K.S.A. 2023 |
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| 16 | + | Supp. 56-1a151, 56-1a605, 56-1a606, 56-1a607, 56a-1001, 56a-1201 |
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| 17 | + | and 56a-1202 and repealing the existing sections. |
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60 | | - | formation documents in an even-numbered year shall file a report in |
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61 | | - | each even-numbered year. A business trust that filed formation |
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62 | | - | documents in an odd-numbered year shall file a report in each odd- |
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63 | | - | numbered year. The report shall be filed after the close of the business |
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64 | | - | trust's tax period but not later than at the time prescribed by law for |
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65 | | - | filing the business trust's annual Kansas income tax return April 15. |
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66 | | - | (c) The report shall be signed by a trustee or other authorized HOUSE BILL No. 2660—page 2 |
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67 | | - | officer under penalty of perjury and contain the following: |
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68 | | - | (1) Executed copies of all amendments to the instrument by which |
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69 | | - | the business trust was created, or to prior amendments thereto, that |
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70 | | - | have been adopted and have not been filed under K.S.A. 17-2033, and |
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71 | | - | amendments thereto, and accompanied by the fee prescribed by law for |
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72 | | - | each such amendment; |
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73 | | - | (2) a verified list of the names and postal addresses of its trustees |
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74 | | - | as of the end of each of such business trust's tax periods included in the |
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| 101 | + | formation documents in an even-numbered year shall file a report in each |
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| 102 | + | even-numbered year. A business trust that filed formation documents in an |
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| 103 | + | odd-numbered year shall file a report in each odd-numbered year. The |
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| 104 | + | report shall be filed after the close of the business trust's tax period but not |
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| 105 | + | later than at the time prescribed by law for filing the business trust's annual |
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| 106 | + | Kansas income tax return April 15. |
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| 107 | + | (c) The report shall be signed by a trustee or other authorized officer |
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| 108 | + | under penalty of perjury and contain the following: |
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| 109 | + | (1) Executed copies of all amendments to the instrument by which the |
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| 110 | + | business trust was created, or to prior amendments thereto, that have been |
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| 111 | + | adopted and have not been filed under K.S.A. 17-2033, and amendments |
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| 112 | + | thereto, and accompanied by the fee prescribed by law for each such |
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| 113 | + | amendment; |
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| 114 | + | (2) a verified list of the names and postal addresses of its trustees as |
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| 115 | + | of the end of each of such business trust's tax periods included in the |
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85 | | - | business entity information report and pay the required fee within 90 |
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86 | | - | days from the date when such report and fee are due, or, in the case of a |
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87 | | - | report filing and fee received by mail, postmarked within 90 days from |
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88 | | - | the date when such report and fee are due, shall work a forfeiture of |
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89 | | - | such business trust's authority to transact business in this state and all of |
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90 | | - | the remedies, procedures and penalties specified in K.S.A. 17-7509 and |
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91 | | - | 17-7510, and amendments thereto, with respect to a corporation that |
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92 | | - | fails to file its business entity information report or pay the required fee |
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93 | | - | within 90 days after such report and fee are due, shall be applicable to |
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94 | | - | such business trust. |
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95 | | - | (e) (1) All copies of applications for extension of the time for |
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96 | | - | filing income tax returns submitted to the secretary of state pursuant to |
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97 | | - | law shall be maintained by the secretary of state in a confidential file |
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98 | | - | and shall not be disclosed to any person except as authorized pursuant |
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99 | | - | to the provisions of K.S.A. 79-3234, and amendments thereto, a proper |
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100 | | - | judicial order and paragraph (2). All copies of such applications shall |
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101 | | - | be preserved for one year and until the secretary of state orders that the |
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102 | | - | copies are to be destroyed. |
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| 168 | + | business entity information report and pay the required fee within 90 days |
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| 169 | + | from the date when such report and fee are due, or, in the case of a report |
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| 170 | + | filing and fee received by mail, postmarked within 90 days from the date |
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| 171 | + | when such report and fee are due, shall work a forfeiture of such business |
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| 172 | + | trust's authority to transact business in this state and all of the remedies, |
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| 173 | + | procedures and penalties specified in K.S.A. 17-7509 and 17-7510, and |
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| 174 | + | amendments thereto, with respect to a corporation that fails to file its |
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| 175 | + | business entity information report or pay the required fee within 90 days |
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| 176 | + | after such report and fee are due, shall be applicable to such business trust. |
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| 177 | + | (e) (1) All copies of applications for extension of the time for filing |
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| 178 | + | income tax returns submitted to the secretary of state pursuant to law shall |
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| 179 | + | be maintained by the secretary of state in a confidential file and shall not |
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| 180 | + | be disclosed to any person except as authorized pursuant to the provisions |
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| 181 | + | of K.S.A. 79-3234, and amendments thereto, a proper judicial order and |
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| 182 | + | paragraph (2). All copies of such applications shall be preserved for one |
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| 183 | + | year and until the secretary of state orders that the copies are to be |
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| 184 | + | destroyed. |
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135 | | - | (d) The report shall be signed by its president, secretary, treasurer |
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136 | | - | or other officer duly authorized so to act, or by any two of its directors, |
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137 | | - | or by an incorporator in the event the corporation's board of directors |
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138 | | - | shall not have been elected. The official title or position of the |
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139 | | - | individual signing the report shall be designated. The fact that an |
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140 | | - | individual's name is signed on such report shall be prima facie evidence |
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141 | | - | that such individual is authorized to sign the report on behalf of the |
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142 | | - | corporation. The report shall be subscribed by the individual as true, |
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143 | | - | under penalty of perjury. Upon request by the regulatory board that |
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144 | | - | licenses the shareholders described in the report, a copy of the report |
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145 | | - | shall be forwarded to the regulatory board. |
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| 260 | + | (d) The report shall be signed by its president, secretary, treasurer or |
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| 261 | + | other officer duly authorized so to act, or by any two of its directors, or by |
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| 262 | + | an incorporator in the event the corporation's board of directors shall not |
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| 263 | + | have been elected. The official title or position of the individual signing |
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| 264 | + | the report shall be designated. The fact that an individual's name is signed |
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| 265 | + | on such report shall be prima facie evidence that such individual is |
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| 266 | + | authorized to sign the report on behalf of the corporation. The report shall |
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| 267 | + | be subscribed by the individual as true, under penalty of perjury. Upon |
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| 268 | + | request by the regulatory board that licenses the shareholders described in |
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| 269 | + | the report, a copy of the report shall be forwarded to the regulatory board. |
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173 | | - | 4634. (a) Every corporation organized under the electric cooperative |
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174 | | - | act of this state shall make a written business entity information report |
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175 | | - | to the secretary of state, stating the prescribed information concerning |
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176 | | - | the corporation at the close of business on the last day of its tax period |
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177 | | - | next preceding the date of filing, but if any such corporation's tax |
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178 | | - | period is other than the calendar year, it shall give notice thereof to day |
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179 | | - | the report is filed with the secretary of state prior to December 31 of the |
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180 | | - | year it commences such tax period. |
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181 | | - | (b) The report shall be filed biennially, as determined by the year |
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182 | | - | that the electric cooperative filed its formation documents. An electric |
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183 | | - | cooperative that filed formation documents in an even-numbered year |
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184 | | - | shall file a report in each even-numbered year. An electric cooperative |
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185 | | - | that filed formation documents in an odd-numbered year shall file a |
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186 | | - | report in each odd-numbered year. The report shall be filed after the HOUSE BILL No. 2660—page 4 |
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187 | | - | close of the electric cooperative's tax period but not later than the 15 |
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| 340 | + | 4634. (a) Every corporation organized under the electric cooperative act of |
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| 341 | + | this state shall make a written business entity information report to the |
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| 342 | + | secretary of state, stating the prescribed information concerning the |
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| 343 | + | corporation at the close of business on the last day of its tax period next |
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| 344 | + | preceding the date of filing, but if any such corporation's tax period is |
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| 345 | + | other than the calendar year, it shall give notice thereof to day the report is |
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| 346 | + | filed with the secretary of state prior to December 31 of the year it |
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| 347 | + | commences such tax period. |
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| 348 | + | (b) The report shall be filed biennially, as determined by the year that |
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| 349 | + | the electric cooperative filed its formation documents. An electric |
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| 350 | + | cooperative that filed formation documents in an even-numbered year shall |
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| 351 | + | file a report in each even-numbered year. An electric cooperative that filed |
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| 352 | + | formation documents in an odd-numbered year shall file a report in each |
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| 353 | + | odd-numbered year. The report shall be filed after the close of the electric |
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| 354 | + | cooperative's tax period but not later than the 15 |
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210 | | - | 4677. (a) Every cooperative organized under the renewable energy |
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211 | | - | electric generation cooperative act shall make a written business entity |
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212 | | - | information report to the secretary of state, stating the prescribed |
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213 | | - | information concerning the cooperative at the close of business on the |
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214 | | - | last day of its tax period next preceding the date of filing, but if any |
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215 | | - | such cooperative's tax period is other than the calendar year, it shall |
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216 | | - | give notice thereof to day the report is filed with the secretary of state |
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217 | | - | prior to December 31 of the year it commences such tax period. |
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218 | | - | (b) The report shall be filed biennially, as determined by the year |
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219 | | - | that the renewable energy electric generation cooperative filed its |
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220 | | - | articles of formation documents. A renewable energy electric |
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221 | | - | generation cooperative that filed formation documents in an even- |
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222 | | - | numbered year shall file a report in each even-numbered year. A |
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223 | | - | renewable energy electric generation cooperative that filed formation |
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224 | | - | documents in an odd-numbered year shall file a report in each odd- |
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225 | | - | numbered year. The report shall be filed after the close of the electric |
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226 | | - | cooperative's tax period but not later than the 15 |
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| 377 | + | 4677. (a) Every cooperative organized under the renewable energy electric |
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| 378 | + | generation cooperative act shall make a written business entity information |
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| 379 | + | report to the secretary of state, stating the prescribed information |
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| 422 | + | 43 HB 2660 6 |
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| 423 | + | concerning the cooperative at the close of business on the last day of its |
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| 424 | + | tax period next preceding the date of filing, but if any such cooperative's |
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| 425 | + | tax period is other than the calendar year, it shall give notice thereof to day |
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| 426 | + | the report is filed with the secretary of state prior to December 31 of the |
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| 427 | + | year it commences such tax period. |
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| 428 | + | (b) The report shall be filed biennially, as determined by the year that |
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| 429 | + | the renewable energy electric generation cooperative filed its articles of |
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| 430 | + | formation documents. A renewable energy electric generation cooperative |
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| 431 | + | that filed formation documents in an even-numbered year shall file a report |
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| 432 | + | in each even-numbered year. A renewable energy electric generation |
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| 433 | + | cooperative that filed formation documents in an odd-numbered year shall |
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| 434 | + | file a report in each odd-numbered year. The report shall be filed after the |
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| 435 | + | close of the electric cooperative's tax period but not later than the 15 |
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252 | | - | (1) "Articles of incorporation" includes the articles of |
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253 | | - | incorporation of a corporation organized under any special act or any |
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254 | | - | law of this state; and |
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255 | | - | (2) "authority to engage in business" includes the registration of |
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256 | | - | any foreign corporation under K.S.A. 17-7931, and amendments |
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| 461 | + | (1) "Articles of incorporation" includes the articles of incorporation |
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| 462 | + | of a corporation organized under any special act or any law of this state; |
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| 463 | + | and |
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| 464 | + | (2) "authority to engage in business" includes the registration of any |
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| 465 | + | foreign corporation under K.S.A. 17-7931, and amendments thereto. |
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| 466 | + | (b) Except as provided further, any corporation whose articles of |
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| 467 | + | incorporation or authority to engage in business has become forfeited or |
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| 511 | + | void pursuant to this code or whose articles of incorporation or authority to |
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| 512 | + | engage in business has been revived, but, through failure to comply strictly |
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| 513 | + | with the provisions of this code, the validity of whose revival has been |
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| 514 | + | brought into question, may at any time procure a revival of its articles of |
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| 515 | + | incorporation, if a domestic corporation, or its authority to engage in |
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| 516 | + | business, if a foreign corporation, together with all the rights, franchises, |
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| 517 | + | privileges and immunities and subject to all of its duties, debts and |
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| 518 | + | liabilities that had been secured or imposed by its original articles of |
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| 519 | + | incorporation, and all amendments thereto, or by its authority to engage in |
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| 520 | + | business, as the case may be, by complying with the requirements of this |
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| 521 | + | section. This section shall not be applicable to a corporation whose articles |
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| 522 | + | of incorporation have been revoked or forfeited pursuant to K.S.A. 17- |
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| 523 | + | 6812, and amendments thereto. |
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| 524 | + | (c) The revival of the articles of incorporation or authority to engage |
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| 525 | + | in business may be procured as authorized by the board of directors or |
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| 526 | + | members of the governing body of the corporation in accordance with |
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| 527 | + | subsection (h) and by executing and filing a certificate of revival in |
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| 528 | + | accordance with K.S.A. 17-7908 through 17-7910, and amendments |
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258 | | - | (b) Except as provided further, any corporation whose articles of |
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259 | | - | incorporation or authority to engage in business has become forfeited |
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260 | | - | or void pursuant to this code or whose articles of incorporation or |
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261 | | - | authority to engage in business has been revived, but, through failure to |
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262 | | - | comply strictly with the provisions of this code, the validity of whose |
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263 | | - | revival has been brought into question, may at any time procure a |
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264 | | - | revival of its articles of incorporation, if a domestic corporation, or its |
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265 | | - | authority to engage in business, if a foreign corporation, together with |
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266 | | - | all the rights, franchises, privileges and immunities and subject to all of |
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267 | | - | its duties, debts and liabilities that had been secured or imposed by its |
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268 | | - | original articles of incorporation, and all amendments thereto, or by its |
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269 | | - | authority to engage in business, as the case may be, by complying with |
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270 | | - | the requirements of this section. This section shall not be applicable to |
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271 | | - | a corporation whose articles of incorporation have been revoked or |
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272 | | - | forfeited pursuant to K.S.A. 17-6812, and amendments thereto. |
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273 | | - | (c) The revival of the articles of incorporation or authority to |
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274 | | - | engage in business may be procured as authorized by the board of |
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275 | | - | directors or members of the governing body of the corporation in |
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276 | | - | accordance with subsection (h) and by executing and filing a certificate |
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277 | | - | of revival in accordance with K.S.A. 17-7908 through 17-7910, and |
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278 | | - | amendments thereto. |
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299 | | - | 7908 through 17-7910, and amendments thereto, the corporation shall |
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300 | | - | be revived with the same force and effect as if its articles of |
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301 | | - | incorporation or authority to engage in business had not been forfeited |
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302 | | - | or void pursuant to this code. Such revival shall validate all contracts, |
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303 | | - | acts, matters and things made, done and performed within the scope of |
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304 | | - | its articles of incorporation or authority to engage in business by the |
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305 | | - | corporation, its directors or members of its governing body, officers, |
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306 | | - | agents and stockholders or members during the time when its articles of |
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307 | | - | incorporation or authority to engage in business was forfeited or void HOUSE BILL No. 2660—page 6 |
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308 | | - | pursuant to this code, with the same force and effect and to all intents |
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309 | | - | and purposes as if the articles of incorporation had at all times |
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310 | | - | remained in full force and effect. All real and personal property, rights |
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311 | | - | and credits that belonged to the corporation at the time its articles of |
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312 | | - | incorporation or authority to engage in business became forfeited or |
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313 | | - | void pursuant to this code and that were not disposed of prior to the |
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314 | | - | time of its revival and all real and personal property, rights and credits |
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315 | | - | acquired by the corporation after its articles of incorporation became |
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316 | | - | forfeited or void pursuant to this code shall be vested in the |
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| 550 | + | 7908 through 17-7910, and amendments thereto, the corporation shall be |
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| 551 | + | revived with the same force and effect as if its articles of incorporation or |
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| 552 | + | authority to engage in business had not been forfeited or void pursuant to |
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| 553 | + | this code. Such revival shall validate all contracts, acts, matters and things |
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| 597 | + | made, done and performed within the scope of its articles of incorporation |
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| 598 | + | or authority to engage in business by the corporation, its directors or |
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| 599 | + | members of its governing body, officers, agents and stockholders or |
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| 600 | + | members during the time when its articles of incorporation or authority to |
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| 601 | + | engage in business was forfeited or void pursuant to this code, with the |
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| 602 | + | same force and effect and to all intents and purposes as if the articles of |
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| 603 | + | incorporation had at all times remained in full force and effect. All real and |
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| 604 | + | personal property, rights and credits that belonged to the corporation at the |
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| 605 | + | time its articles of incorporation or authority to engage in business became |
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| 606 | + | forfeited or void pursuant to this code and that were not disposed of prior |
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| 607 | + | to the time of its revival and all real and personal property, rights and |
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| 608 | + | credits acquired by the corporation after its articles of incorporation |
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| 609 | + | became forfeited or void pursuant to this code shall be vested in the |
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347 | | - | body of the corporation shall be comprised of the persons, who, but for |
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348 | | - | the articles of incorporation having become forfeited or void pursuant |
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349 | | - | to this code, would be the duly elected or appointed directors or |
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350 | | - | members of the governing body of the corporation. The requirement for |
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351 | | - | authorization by the board of directors under subsection (c) shall be |
---|
352 | | - | satisfied if a majority of the directors or members of the governing |
---|
353 | | - | body then in office, even though less than a quorum, or the sole director |
---|
354 | | - | or member of the governing body then in office, authorizes the revival |
---|
355 | | - | of the articles of incorporation of the corporation and the filing of the |
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356 | | - | certificate required by subsection (c). In any case where there shall be |
---|
357 | | - | no directors of the corporation available for the purposes described in |
---|
358 | | - | this subsection, the stockholders may elect a full board of directors, as |
---|
359 | | - | provided by the bylaws of the corporation, and the board so elected |
---|
360 | | - | may then authorize the revival of the articles of incorporation of the |
---|
361 | | - | corporation and the filing of the certificate required by subsection (c). A |
---|
362 | | - | special meeting of the stockholders for the purpose of electing directors |
---|
363 | | - | may be called by any officer or stockholder upon notice given in |
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364 | | - | accordance with K.S.A. 17-6512, and amendments thereto. For |
---|
365 | | - | purposes of this section, the bylaws shall be the bylaws of the |
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366 | | - | corporation that, but for the articles of incorporation having become HOUSE BILL No. 2660—page 7 |
---|
367 | | - | forfeited or void pursuant to this code, would be the duly adopted |
---|
368 | | - | bylaws of the corporation. |
---|
369 | | - | (i) After a revival of the articles of incorporation of the |
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370 | | - | corporation shall have been effected, the provisions of K.S.A. 17- |
---|
371 | | - | 6501(c), and amendments thereto, shall govern and the period of time |
---|
372 | | - | during which the articles of incorporation of the corporation was |
---|
373 | | - | forfeited or void pursuant to this code shall be included within the |
---|
374 | | - | calculation of the 30-day and 13-month periods to which K.S.A. 17- |
---|
375 | | - | 6501(c), and amendments thereto, refers. A special meeting of |
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376 | | - | stockholders held in accordance with subsection (h) shall be deemed an |
---|
377 | | - | annual meeting of the stockholders for purposes of K.S.A. 17-6501(c), |
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378 | | - | and amendments thereto. |
---|
379 | | - | (j) Whenever it shall be desired to revive the articles of |
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380 | | - | incorporation or authority to engage in business of any nonstock |
---|
381 | | - | corporation, the governing body shall perform all the acts necessary for |
---|
382 | | - | the revival of the articles of incorporation of the corporation or its |
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383 | | - | authority to engage in business that are performed by the board of |
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384 | | - | directors in the case of a corporation having capital stock, and the |
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385 | | - | members of any nonstock corporation who are entitled to vote for the |
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386 | | - | election of members of its governing body and any other members |
---|
387 | | - | entitled to vote for dissolution under the articles of incorporation or |
---|
388 | | - | bylaws of such corporation, shall perform all the acts necessary for the |
---|
389 | | - | revival of the articles of incorporation of the corporation or its authority |
---|
390 | | - | to engage in business that are performed by the stockholders in the case |
---|
391 | | - | of a corporation having capital stock. In all other respects, the |
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392 | | - | procedure for the revival of the articles of incorporation or authority to |
---|
393 | | - | engage in business of a nonstock corporation shall conform, as nearly |
---|
394 | | - | as may be applicable, to the procedure prescribed in this section for the |
---|
395 | | - | revival of the articles of incorporation of a corporation having capital |
---|
396 | | - | stock, except that subsection (i) shall not apply to nonstock |
---|
397 | | - | corporations. |
---|
| 638 | + | body of the corporation shall be comprised of the persons, who, but for the |
---|
| 639 | + | articles of incorporation having become forfeited or void pursuant to this |
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| 640 | + | 1 |
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| 681 | + | 42 |
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| 682 | + | 43 HB 2660 9 |
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| 683 | + | code, would be the duly elected or appointed directors or members of the |
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| 684 | + | governing body of the corporation. The requirement for authorization by |
---|
| 685 | + | the board of directors under subsection (c) shall be satisfied if a majority |
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| 686 | + | of the directors or members of the governing body then in office, even |
---|
| 687 | + | though less than a quorum, or the sole director or member of the governing |
---|
| 688 | + | body then in office, authorizes the revival of the articles of incorporation |
---|
| 689 | + | of the corporation and the filing of the certificate required by subsection |
---|
| 690 | + | (c). In any case where there shall be no directors of the corporation |
---|
| 691 | + | available for the purposes described in this subsection, the stockholders |
---|
| 692 | + | may elect a full board of directors, as provided by the bylaws of the |
---|
| 693 | + | corporation, and the board so elected may then authorize the revival of the |
---|
| 694 | + | articles of incorporation of the corporation and the filing of the certificate |
---|
| 695 | + | required by subsection (c). A special meeting of the stockholders for the |
---|
| 696 | + | purpose of electing directors may be called by any officer or stockholder |
---|
| 697 | + | upon notice given in accordance with K.S.A. 17-6512, and amendments |
---|
| 698 | + | thereto. For purposes of this section, the bylaws shall be the bylaws of the |
---|
| 699 | + | corporation that, but for the articles of incorporation having become |
---|
| 700 | + | forfeited or void pursuant to this code, would be the duly adopted bylaws |
---|
| 701 | + | of the corporation. |
---|
| 702 | + | (i) After a revival of the articles of incorporation of the corporation |
---|
| 703 | + | shall have been effected, the provisions of K.S.A. 17-6501(c), and |
---|
| 704 | + | amendments thereto, shall govern and the period of time during which the |
---|
| 705 | + | articles of incorporation of the corporation was forfeited or void pursuant |
---|
| 706 | + | to this code shall be included within the calculation of the 30-day and 13- |
---|
| 707 | + | month periods to which K.S.A. 17-6501(c), and amendments thereto, |
---|
| 708 | + | refers. A special meeting of stockholders held in accordance with |
---|
| 709 | + | subsection (h) shall be deemed an annual meeting of the stockholders for |
---|
| 710 | + | purposes of K.S.A. 17-6501(c), and amendments thereto. |
---|
| 711 | + | (j) Whenever it shall be desired to revive the articles of incorporation |
---|
| 712 | + | or authority to engage in business of any nonstock corporation, the |
---|
| 713 | + | governing body shall perform all the acts necessary for the revival of the |
---|
| 714 | + | articles of incorporation of the corporation or its authority to engage in |
---|
| 715 | + | business that are performed by the board of directors in the case of a |
---|
| 716 | + | corporation having capital stock, and the members of any nonstock |
---|
| 717 | + | corporation who are entitled to vote for the election of members of its |
---|
| 718 | + | governing body and any other members entitled to vote for dissolution |
---|
| 719 | + | under the articles of incorporation or bylaws of such corporation, shall |
---|
| 720 | + | perform all the acts necessary for the revival of the articles of |
---|
| 721 | + | incorporation of the corporation or its authority to engage in business that |
---|
| 722 | + | are performed by the stockholders in the case of a corporation having |
---|
| 723 | + | capital stock. In all other respects, the procedure for the revival of the |
---|
| 724 | + | articles of incorporation or authority to engage in business of a nonstock |
---|
| 725 | + | corporation shall conform, as nearly as may be applicable, to the procedure |
---|
| 726 | + | 1 |
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| 727 | + | 2 |
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| 766 | + | 41 |
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| 767 | + | 42 |
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| 768 | + | 43 HB 2660 10 |
---|
| 769 | + | prescribed in this section for the revival of the articles of incorporation of a |
---|
| 770 | + | corporation having capital stock, except that subsection (i) shall not apply |
---|
| 771 | + | to nonstock corporations. |
---|
433 | | - | thereto, within this state shall show the following additional |
---|
434 | | - | information on the report: |
---|
435 | | - | (1) The acreage and location listed by section, range, township |
---|
436 | | - | and county of each lot, tract or parcel of agricultural land in this state |
---|
437 | | - | owned or leased by or to the corporation; |
---|
438 | | - | (2) the purposes for which such agricultural land is owned or |
---|
439 | | - | leased and, if leased, to whom such agricultural land is leased; |
---|
440 | | - | (3) the value of the nonagricultural assets and the agricultural |
---|
441 | | - | assets, stated separately, owned and controlled by the corporation both |
---|
442 | | - | within and without the state of Kansas and where situated; |
---|
| 804 | + | thereto, within this state shall show the following additional information |
---|
| 805 | + | on the report: |
---|
| 806 | + | (1) The acreage and location listed by section, range, township and |
---|
| 807 | + | county of each lot, tract or parcel of agricultural land in this state owned or |
---|
| 808 | + | leased by or to the corporation; |
---|
| 809 | + | (2) the purposes for which such agricultural land is owned or leased |
---|
| 810 | + | and, if leased, to whom such agricultural land is leased; |
---|
| 811 | + | (3) the value of the nonagricultural assets and the agricultural assets, |
---|
| 812 | + | 1 |
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| 813 | + | 2 |
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| 853 | + | 42 |
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| 854 | + | 43 HB 2660 11 |
---|
| 855 | + | stated separately, owned and controlled by the corporation both within and |
---|
| 856 | + | without the state of Kansas and where situated; |
---|
445 | | - | number of acres leased by the corporation and the number of acres |
---|
446 | | - | leased to the corporation; |
---|
447 | | - | (6) the number of acres of agricultural land, held and reported in |
---|
448 | | - | each category under paragraph (5), stated separately, being irrigated; |
---|
449 | | - | and |
---|
450 | | - | (7) whether any of the agricultural land held and reported under |
---|
451 | | - | this subsection was acquired after July 1, 1981. |
---|
452 | | - | (e) The report shall be executed in accordance with the provisions |
---|
453 | | - | of K.S.A. 17-7908 through 17-7910, and amendments thereto. The |
---|
454 | | - | official title or position of the individual signing the report shall be |
---|
455 | | - | designated. The fact that an individual's name is signed on such report |
---|
456 | | - | shall be prima facie evidence that such individual is authorized to sign |
---|
457 | | - | the report on behalf of the corporation. This report shall be subscribed |
---|
458 | | - | by the person as true, under penalty of perjury. |
---|
459 | | - | (f) At the time of filing its business entity information report it |
---|
460 | | - | shall be the duty of each domestic corporation organized for profit to |
---|
461 | | - | pay to the secretary of state a fee in an amount equal to $80, plus the |
---|
462 | | - | amount specified in rules and regulations of the secretary multiplied by |
---|
463 | | - | the number of tax periods included in the report. |
---|
| 859 | + | number of acres leased by the corporation and the number of acres leased |
---|
| 860 | + | to the corporation; |
---|
| 861 | + | (6) the number of acres of agricultural land, held and reported in each |
---|
| 862 | + | category under paragraph (5), stated separately, being irrigated; and |
---|
| 863 | + | (7) whether any of the agricultural land held and reported under this |
---|
| 864 | + | subsection was acquired after July 1, 1981. |
---|
| 865 | + | (e) The report shall be executed in accordance with the provisions of |
---|
| 866 | + | K.S.A. 17-7908 through 17-7910, and amendments thereto. The official |
---|
| 867 | + | title or position of the individual signing the report shall be designated. |
---|
| 868 | + | The fact that an individual's name is signed on such report shall be prima |
---|
| 869 | + | facie evidence that such individual is authorized to sign the report on |
---|
| 870 | + | behalf of the corporation. This report shall be subscribed by the person as |
---|
| 871 | + | true, under penalty of perjury. |
---|
| 872 | + | (f) At the time of filing its business entity information report it shall |
---|
| 873 | + | be the duty of each domestic corporation organized for profit to pay to the |
---|
| 874 | + | secretary of state a fee in an amount equal to $80, plus the amount |
---|
| 875 | + | specified in rules and regulations of the secretary multiplied by the number |
---|
| 876 | + | of tax periods included in the report. |
---|
499 | | - | thereto, within this state shall show the following additional |
---|
500 | | - | information on the report: |
---|
501 | | - | (1) The acreage and location listed by section, range, township |
---|
502 | | - | and county of each lot, tract or parcel of agricultural land in this state |
---|
503 | | - | owned or leased by or to the corporation; |
---|
504 | | - | (2) the purposes for which such agricultural land is owned or |
---|
505 | | - | leased and, if leased, to whom such agricultural land is leased; |
---|
506 | | - | (3) the value of the nonagricultural assets and the agricultural |
---|
507 | | - | assets, stated separately, owned and controlled by the corporation both |
---|
508 | | - | within and without the state of Kansas and where situated; |
---|
509 | | - | (4) the total number of stockholders or members of the |
---|
510 | | - | corporation; |
---|
| 954 | + | thereto, within this state shall show the following additional information |
---|
| 955 | + | on the report: |
---|
| 956 | + | (1) The acreage and location listed by section, range, township and |
---|
| 957 | + | county of each lot, tract or parcel of agricultural land in this state owned or |
---|
| 958 | + | leased by or to the corporation; |
---|
| 959 | + | (2) the purposes for which such agricultural land is owned or leased |
---|
| 960 | + | and, if leased, to whom such agricultural land is leased; |
---|
| 961 | + | (3) the value of the nonagricultural assets and the agricultural assets, |
---|
| 962 | + | stated separately, owned and controlled by the corporation both within and |
---|
| 963 | + | without the state of Kansas and where situated; |
---|
| 964 | + | (4) the total number of stockholders or members of the corporation; |
---|
512 | | - | number of acres leased by the corporation and the number of acres |
---|
513 | | - | leased to the corporation; |
---|
514 | | - | (6) the number of acres of agricultural land, held and reported in |
---|
515 | | - | each category under paragraph (5), stated separately, being irrigated; |
---|
516 | | - | and |
---|
517 | | - | (7) whether any of the agricultural land held and reported under |
---|
518 | | - | this subsection was acquired after July 1, 1981. |
---|
519 | | - | (e) The report shall be executed in accordance with the provisions |
---|
520 | | - | of K.S.A. 17-7908 through 17-7910, and amendments thereto. The |
---|
521 | | - | official title or position of the individual signing the report shall be |
---|
522 | | - | designated. The fact that an individual's name is signed on such report |
---|
523 | | - | shall be prima facie evidence that such individual is authorized to sign |
---|
524 | | - | the report on behalf of the corporation. This report shall be subscribed |
---|
525 | | - | by the person as true, under penalty of perjury. |
---|
| 966 | + | number of acres leased by the corporation and the number of acres leased |
---|
| 967 | + | to the corporation; |
---|
| 968 | + | (6) the number of acres of agricultural land, held and reported in each |
---|
| 969 | + | category under paragraph (5), stated separately, being irrigated; and |
---|
| 970 | + | (7) whether any of the agricultural land held and reported under this |
---|
| 971 | + | subsection was acquired after July 1, 1981. |
---|
| 972 | + | (e) The report shall be executed in accordance with the provisions of |
---|
| 973 | + | K.S.A. 17-7908 through 17-7910, and amendments thereto. The official |
---|
| 974 | + | title or position of the individual signing the report shall be designated. |
---|
| 975 | + | The fact that an individual's name is signed on such report shall be prima |
---|
| 976 | + | facie evidence that such individual is authorized to sign the report on |
---|
| 977 | + | behalf of the corporation. This report shall be subscribed by the person as |
---|
| 978 | + | true, under penalty of perjury. |
---|
532 | | - | under the cooperative type statutes of the state, territory or foreign |
---|
533 | | - | country of incorporation, now or hereafter doing business in this state, |
---|
534 | | - | and owning or using a part or all of its capital in this state, and subject |
---|
535 | | - | to compliance with the laws relating to the admission of foreign |
---|
536 | | - | corporations to do business in Kansas, shall make a written business |
---|
537 | | - | entity information report to the secretary of state, stating the prescribed |
---|
538 | | - | information concerning the corporation at the close of business on the |
---|
539 | | - | last day of its tax period next preceding the date of filing, but if a |
---|
540 | | - | corporation operates on a fiscal year other than the calendar year it |
---|
541 | | - | shall give written notice thereof to day the report is filed with the |
---|
542 | | - | secretary of state prior to December 31 of the year commencing such |
---|
543 | | - | fiscal year. |
---|
544 | | - | (b) The report shall be made on a form prescribed by the secretary |
---|
545 | | - | of state and shall be filed biennially, as determined by the year that the HOUSE BILL No. 2660—page 10 |
---|
546 | | - | foreign corporation filed its foreign corporation application in Kansas. |
---|
547 | | - | A foreign corporation that filed an application in an even-numbered |
---|
548 | | - | year shall file a report in each even-numbered year. A foreign |
---|
549 | | - | corporation that filed an application in an odd-numbered year shall file |
---|
550 | | - | a report in each odd-numbered year. The report shall be filed after the |
---|
551 | | - | close of the corporation's tax period but not later than at the time |
---|
552 | | - | prescribed by law for filing the corporation's annual Kansas income tax |
---|
553 | | - | return April 15. |
---|
| 985 | + | under the cooperative type statutes of the state, territory or foreign country |
---|
| 986 | + | 1 |
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| 1026 | + | 41 |
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| 1027 | + | 42 |
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| 1028 | + | 43 HB 2660 13 |
---|
| 1029 | + | of incorporation, now or hereafter doing business in this state, and owning |
---|
| 1030 | + | or using a part or all of its capital in this state, and subject to compliance |
---|
| 1031 | + | with the laws relating to the admission of foreign corporations to do |
---|
| 1032 | + | business in Kansas, shall make a written business entity information report |
---|
| 1033 | + | to the secretary of state, stating the prescribed information concerning the |
---|
| 1034 | + | corporation at the close of business on the last day of its tax period next |
---|
| 1035 | + | preceding the date of filing, but if a corporation operates on a fiscal year |
---|
| 1036 | + | other than the calendar year it shall give written notice thereof to day the |
---|
| 1037 | + | report is filed with the secretary of state prior to December 31 of the year |
---|
| 1038 | + | commencing such fiscal year. |
---|
| 1039 | + | (b) The report shall be made on a form prescribed by the secretary of |
---|
| 1040 | + | state and shall be filed biennially, as determined by the year that the |
---|
| 1041 | + | foreign corporation filed its foreign corporation application in Kansas. A |
---|
| 1042 | + | foreign corporation that filed an application in an even-numbered year |
---|
| 1043 | + | shall file a report in each even-numbered year. A foreign corporation that |
---|
| 1044 | + | filed an application in an odd-numbered year shall file a report in each |
---|
| 1045 | + | odd-numbered year. The report shall be filed after the close of the |
---|
| 1046 | + | corporation's tax period but not later than at the time prescribed by law for |
---|
| 1047 | + | filing the corporation's annual Kansas income tax return April 15. |
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555 | | - | (1) The name of the corporation and under the laws of what state |
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556 | | - | or country it is incorporated; |
---|
557 | | - | (2) the location of its principal office, including the building and |
---|
558 | | - | suite number, street name or rural route number with box number, city, |
---|
559 | | - | state and zip code; |
---|
560 | | - | (3) the name and postal address for the president, secretary, |
---|
561 | | - | treasurer, or equivalent of such officers, and members of the board of |
---|
562 | | - | directors; |
---|
563 | | - | (4) the nature and kind of business in which the company is |
---|
564 | | - | engaged; and |
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565 | | - | (5) if the corporation is a parent corporation holding more than |
---|
566 | | - | 50% equity ownership in any other business entity registered with the |
---|
567 | | - | secretary of state, the name and identification number of any such |
---|
568 | | - | subsidiary business entity. |
---|
| 1049 | + | (1) The name of the corporation and under the laws of what state or |
---|
| 1050 | + | country it is incorporated; |
---|
| 1051 | + | (2) the location of its principal office, including the building and suite |
---|
| 1052 | + | number, street name or rural route number with box number, city, state and |
---|
| 1053 | + | zip code; |
---|
| 1054 | + | (3) the name and postal address for the president, secretary, treasurer, |
---|
| 1055 | + | or equivalent of such officers, and members of the board of directors; |
---|
| 1056 | + | (4) the nature and kind of business in which the company is engaged; |
---|
| 1057 | + | and |
---|
| 1058 | + | (5) if the corporation is a parent corporation holding more than 50% |
---|
| 1059 | + | equity ownership in any other business entity registered with the secretary |
---|
| 1060 | + | of state, the name and identification number of any such subsidiary |
---|
| 1061 | + | business entity. |
---|
571 | | - | thereto, within this state shall show the following additional |
---|
572 | | - | information on the report: |
---|
573 | | - | (1) The acreage and location listed by section, range, township |
---|
574 | | - | and county of each lot, tract or parcel of agricultural land in this state |
---|
575 | | - | owned or leased by or to the corporation; |
---|
576 | | - | (2) the purposes for which such agricultural land is owned or |
---|
577 | | - | leased and, if leased, to whom such agricultural land is leased; |
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578 | | - | (3) the value of the nonagricultural assets and the agricultural |
---|
579 | | - | assets, stated separately, owned and controlled by the corporation both |
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580 | | - | within and without the state of Kansas and where situated; |
---|
| 1064 | + | thereto, within this state shall show the following additional information |
---|
| 1065 | + | on the report: |
---|
| 1066 | + | (1) The acreage and location listed by section, range, township and |
---|
| 1067 | + | county of each lot, tract or parcel of agricultural land in this state owned or |
---|
| 1068 | + | leased by or to the corporation; |
---|
| 1069 | + | (2) the purposes for which such agricultural land is owned or leased |
---|
| 1070 | + | and, if leased, to whom such agricultural land is leased; |
---|
| 1071 | + | (3) the value of the nonagricultural assets and the agricultural assets, |
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| 1113 | + | 42 |
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| 1114 | + | 43 HB 2660 14 |
---|
| 1115 | + | stated separately, owned and controlled by the corporation both within and |
---|
| 1116 | + | without the state of Kansas and where situated; |
---|
583 | | - | number of acres leased by the corporation and the number of acres |
---|
584 | | - | leased to the corporation; |
---|
585 | | - | (6) the number of acres of agricultural land, held and reported in |
---|
586 | | - | each category under paragraph (5), stated separately, being irrigated; |
---|
587 | | - | and |
---|
588 | | - | (7) whether any of the agricultural land held and reported under |
---|
589 | | - | this subsection was acquired after July 1, 1981. |
---|
590 | | - | (e) The report shall be executed in accordance with the provisions |
---|
591 | | - | of K.S.A. 17-7908 through 17-7910, and amendments thereto. The |
---|
592 | | - | official title or position of the individual signing the report shall be |
---|
593 | | - | designated. The fact that an individual's name is signed on such report |
---|
594 | | - | shall be prima facie evidence that such individual is authorized to sign |
---|
595 | | - | the report on behalf of the corporation. This report shall be subscribed |
---|
596 | | - | by the person as true, under penalty of perjury. |
---|
| 1119 | + | number of acres leased by the corporation and the number of acres leased |
---|
| 1120 | + | to the corporation; |
---|
| 1121 | + | (6) the number of acres of agricultural land, held and reported in each |
---|
| 1122 | + | category under paragraph (5), stated separately, being irrigated; and |
---|
| 1123 | + | (7) whether any of the agricultural land held and reported under this |
---|
| 1124 | + | subsection was acquired after July 1, 1981. |
---|
| 1125 | + | (e) The report shall be executed in accordance with the provisions of |
---|
| 1126 | + | K.S.A. 17-7908 through 17-7910, and amendments thereto. The official |
---|
| 1127 | + | title or position of the individual signing the report shall be designated. |
---|
| 1128 | + | The fact that an individual's name is signed on such report shall be prima |
---|
| 1129 | + | facie evidence that such individual is authorized to sign the report on |
---|
| 1130 | + | behalf of the corporation. This report shall be subscribed by the person as |
---|
| 1131 | + | true, under penalty of perjury. |
---|
678 | | - | charge shall be made therefor: Name of the limited liability company |
---|
679 | | - | and the postal address of its registered office; name and postal address |
---|
680 | | - | of the resident agent; the state of the limited liability company's |
---|
681 | | - | formation; the date of filing of its articles of organization or business |
---|
682 | | - | entity information report; and date of expiration; and |
---|
683 | | - | (5) a fee of $20 for a copy of an instrument on file or prepared by |
---|
684 | | - | the secretary of state's office, whether or not the copy is certified. |
---|
685 | | - | (b) Every limited liability company hereafter formed in this state |
---|
686 | | - | shall pay to the secretary of state, at the time of filing its articles of |
---|
687 | | - | organization, an application and recording fee of $150. |
---|
688 | | - | (c) At the time of filing its application to do business, every |
---|
689 | | - | foreign limited liability company shall pay to the secretary of state an |
---|
690 | | - | application and recording fee of $150. |
---|
691 | | - | (d) The fee for filing a certificate of reinstatement shall be the |
---|
692 | | - | same as that prescribed by K.S.A. 17-7506, and amendments thereto, |
---|
693 | | - | for filing a certificate of reinstatement of a corporation's articles of |
---|
694 | | - | incorporation. |
---|
695 | | - | Sec. 13. K.S.A. 17-76,139 is hereby amended to read as follows: |
---|
696 | | - | 17-76,139. (a) Every limited liability company organized and on and |
---|
697 | | - | after July 1, 2020, each series thereof formed or in existence under the |
---|
698 | | - | laws of this state shall make a written business entity information report |
---|
699 | | - | to the secretary of state, stating the prescribed information concerning |
---|
700 | | - | the limited liability company or series, as applicable, at the close of |
---|
701 | | - | business on the last day of its tax period next preceding the date of |
---|
702 | | - | filing. If the limited liability company's or series' tax period is other |
---|
703 | | - | than the calendar year, it shall give notice of its different tax period in |
---|
704 | | - | writing to day the report is filed with the secretary of state prior to |
---|
705 | | - | December 31 of the year it commences the different tax period. |
---|
706 | | - | (b) The report shall be filed biennially, as determined by the year |
---|
707 | | - | that the limited liability company or series filed its formation |
---|
708 | | - | documents. A limited liability company or series that filed formation |
---|
709 | | - | documents in an even-numbered year shall file a report in each even- |
---|
710 | | - | numbered year. A limited liability company or series that filed |
---|
711 | | - | formation documents in an odd-numbered year shall file a report in |
---|
712 | | - | each odd-numbered year. It is permissible to file at one time the |
---|
713 | | - | biennial report information for more than one limited liability company |
---|
714 | | - | or series, regardless of whether the formation documents were filed in |
---|
715 | | - | an even-numbered or odd-numbered year, except that all the reports |
---|
716 | | - | shall be filed in the first year a biennial report is due under this law and |
---|
717 | | - | in odd-numbered years thereafter. The report shall be filed after the |
---|
718 | | - | close of the limited liability company's tax period or series' tax period |
---|
719 | | - | but not later than at the time prescribed by law for filing the limited |
---|
720 | | - | liability company's or series' annual Kansas income tax return, or if |
---|
721 | | - | applicable law does not prescribe a time for filing an annual Kansas |
---|
722 | | - | income tax return for a series, the report for the series shall be filed at, HOUSE BILL No. 2660—page 13 |
---|
723 | | - | and for purposes of this section its tax period shall be deemed to be, the |
---|
724 | | - | time prescribed by law for filing the annual Kansas income tax return |
---|
725 | | - | for the limited liability company to which the series is associated April |
---|
726 | | - | 15. |
---|
727 | | - | (c) The report shall be made on a form prescribed by the secretary |
---|
728 | | - | of state and shall contain the following information for each limited |
---|
729 | | - | liability company or series: |
---|
730 | | - | (1) The name of the limited liability company or series, as |
---|
731 | | - | applicable; |
---|
| 1297 | + | charge shall be made therefor: Name of the limited liability company and |
---|
| 1298 | + | the postal address of its registered office; name and postal address of the |
---|
| 1299 | + | resident agent; the state of the limited liability company's formation; the |
---|
| 1300 | + | date of filing of its articles of organization or business entity information |
---|
| 1301 | + | report; and date of expiration; and |
---|
| 1302 | + | (5) a fee of $20 for a copy of an instrument on file or prepared by the |
---|
| 1303 | + | secretary of state's office, whether or not the copy is certified. |
---|
| 1304 | + | (b) Every limited liability company hereafter formed in this state shall |
---|
| 1305 | + | pay to the secretary of state, at the time of filing its articles of organization, |
---|
| 1306 | + | an application and recording fee of $150. |
---|
| 1307 | + | (c) At the time of filing its application to do business, every foreign |
---|
| 1308 | + | limited liability company shall pay to the secretary of state an application |
---|
| 1309 | + | and recording fee of $150. |
---|
| 1310 | + | (d) The fee for filing a certificate of reinstatement shall be the same |
---|
| 1311 | + | as that prescribed by K.S.A. 17-7506, and amendments thereto, for filing a |
---|
| 1312 | + | certificate of reinstatement of a corporation's articles of incorporation. |
---|
| 1313 | + | Sec. 13. K.S.A. 17-76,139 is hereby amended to read as follows: 17- |
---|
| 1314 | + | 76,139. (a) Every limited liability company organized and on and after |
---|
| 1315 | + | July 1, 2020, each series thereof formed or in existence under the laws of |
---|
| 1316 | + | this state shall make a written business entity information report to the |
---|
| 1317 | + | secretary of state, stating the prescribed information concerning the limited |
---|
| 1318 | + | liability company or series, as applicable, at the close of business on the |
---|
| 1319 | + | last day of its tax period next preceding the date of filing. If the limited |
---|
| 1320 | + | liability company's or series' tax period is other than the calendar year, it |
---|
| 1321 | + | shall give notice of its different tax period in writing to day the report is |
---|
| 1322 | + | filed with the secretary of state prior to December 31 of the year it |
---|
| 1323 | + | commences the different tax period. |
---|
| 1324 | + | (b) The report shall be filed biennially, as determined by the year that |
---|
| 1325 | + | the limited liability company or series filed its formation documents. A |
---|
| 1326 | + | limited liability company or series that filed formation documents in an |
---|
| 1327 | + | even-numbered year shall file a report in each even-numbered year. A |
---|
| 1328 | + | limited liability company or series that filed formation documents in an |
---|
| 1329 | + | odd-numbered year shall file a report in each odd-numbered year. It is |
---|
| 1330 | + | 1 |
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| 1371 | + | 42 |
---|
| 1372 | + | 43 HB 2660 17 |
---|
| 1373 | + | permissible to file at one time the biennial report information for more |
---|
| 1374 | + | than one limited liability company or series, regardless of whether the |
---|
| 1375 | + | formation documents were filed in an even-numbered or odd-numbered |
---|
| 1376 | + | year, except that all the reports shall be filed in the first year a biennial |
---|
| 1377 | + | report is due under this law and in odd-numbered years thereafter. The |
---|
| 1378 | + | report shall be filed after the close of the limited liability company's tax |
---|
| 1379 | + | period or series' tax period but not later than at the time prescribed by law |
---|
| 1380 | + | for filing the limited liability company's or series' annual Kansas income |
---|
| 1381 | + | tax return, or if applicable law does not prescribe a time for filing an |
---|
| 1382 | + | annual Kansas income tax return for a series, the report for the series shall |
---|
| 1383 | + | be filed at, and for purposes of this section its tax period shall be deemed |
---|
| 1384 | + | to be, the time prescribed by law for filing the annual Kansas income tax |
---|
| 1385 | + | return for the limited liability company to which the series is associated |
---|
| 1386 | + | April 15. |
---|
| 1387 | + | (c) The report shall be made on a form prescribed by the secretary of |
---|
| 1388 | + | state and shall contain the following information for each limited liability |
---|
| 1389 | + | company or series: |
---|
| 1390 | + | (1) The name of the limited liability company or series, as applicable; |
---|
738 | | - | (d) (1) Every foreign limited liability company shall make a |
---|
739 | | - | written business entity information report to the secretary of state, |
---|
740 | | - | stating the prescribed information concerning the limited liability |
---|
741 | | - | company at the close of business on the last day of its tax period next |
---|
742 | | - | preceding the date of filing. If the limited liability company's tax period |
---|
743 | | - | is other than the calendar year, it shall give notice in writing of its |
---|
744 | | - | different tax period to day the report is filed with the secretary of state |
---|
745 | | - | prior to December 31 of the year it commences the different tax period. |
---|
746 | | - | (2) The report shall be filed biennially, as determined by the year |
---|
747 | | - | that the foreign limited liability company filed its foreign limited |
---|
748 | | - | liability company application. A foreign limited liability company that |
---|
749 | | - | filed its application in an even-numbered year shall file a report in each |
---|
750 | | - | even-numbered year. A foreign limited liability company that filed its |
---|
| 1397 | + | (d) (1) Every foreign limited liability company shall make a written |
---|
| 1398 | + | business entity information report to the secretary of state, stating the |
---|
| 1399 | + | prescribed information concerning the limited liability company at the |
---|
| 1400 | + | close of business on the last day of its tax period next preceding the date of |
---|
| 1401 | + | filing. If the limited liability company's tax period is other than the |
---|
| 1402 | + | calendar year, it shall give notice in writing of its different tax period to |
---|
| 1403 | + | day the report is filed with the secretary of state prior to December 31 of |
---|
| 1404 | + | the year it commences the different tax period. |
---|
| 1405 | + | (2) The report shall be filed biennially, as determined by the year that |
---|
| 1406 | + | the foreign limited liability company filed its foreign limited liability |
---|
| 1407 | + | company application. A foreign limited liability company that filed its |
---|
| 1408 | + | application in an even-numbered year shall file a report in each even- |
---|
| 1409 | + | numbered year. A foreign limited liability company that filed its |
---|
774 | | - | 17-7510(a), and amendments thereto, relating to penalties for failure of |
---|
775 | | - | a corporation to file business entity information report or pay the |
---|
776 | | - | required fee, shall be applicable to the articles of organization of any |
---|
777 | | - | domestic limited liability company, the certificate of designation of any |
---|
778 | | - | series thereof, or to the authority of any foreign limited liability |
---|
779 | | - | company that fails to file its business entity information report or pay |
---|
780 | | - | the fee within 90 days of the time prescribed in this section for filing |
---|
781 | | - | and paying the same or, in the case of a report filing and fee received HOUSE BILL No. 2660—page 14 |
---|
782 | | - | by mail, postmarked within 90 days of the time for filing and paying |
---|
783 | | - | the same fee. Whenever the articles of organization of a domestic |
---|
784 | | - | limited liability company, the certificate of designation of a series |
---|
785 | | - | thereof, or the authority of any foreign limited liability company are |
---|
786 | | - | forfeited or canceled for failure to file business entity information |
---|
787 | | - | report or to pay the required fee, the domestic limited liability company |
---|
788 | | - | or the authority of a foreign limited liability company may be reinstated |
---|
789 | | - | by filing a certificate of reinstatement, pursuant to K.S.A. 17-76,146, |
---|
790 | | - | and amendments thereto, and the certificate of designation may be |
---|
791 | | - | reinstated by filing a certificate of reinstatement, pursuant to K.S.A. 17- |
---|
792 | | - | 76,147, and amendments thereto, and in each case, paying to the |
---|
793 | | - | secretary of state all fees, including any penalties thereon, due to the |
---|
794 | | - | state. |
---|
| 1475 | + | 17-7510(a), and amendments thereto, relating to penalties for failure of a |
---|
| 1476 | + | corporation to file business entity information report or pay the required |
---|
| 1477 | + | fee, shall be applicable to the articles of organization of any domestic |
---|
| 1478 | + | limited liability company, the certificate of designation of any series |
---|
| 1479 | + | thereof, or to the authority of any foreign limited liability company that |
---|
| 1480 | + | fails to file its business entity information report or pay the fee within 90 |
---|
| 1481 | + | days of the time prescribed in this section for filing and paying the same |
---|
| 1482 | + | or, in the case of a report filing and fee received by mail, postmarked |
---|
| 1483 | + | within 90 days of the time for filing and paying the same fee. Whenever |
---|
| 1484 | + | the articles of organization of a domestic limited liability company, the |
---|
| 1485 | + | certificate of designation of a series thereof, or the authority of any foreign |
---|
| 1486 | + | limited liability company are forfeited or canceled for failure to file |
---|
| 1487 | + | business entity information report or to pay the required fee, the domestic |
---|
| 1488 | + | limited liability company or the authority of a foreign limited liability |
---|
| 1489 | + | company may be reinstated by filing a certificate of reinstatement, |
---|
| 1490 | + | pursuant to K.S.A. 17-76,146, and amendments thereto, and the certificate |
---|
| 1491 | + | of designation may be reinstated by filing a certificate of reinstatement, |
---|
| 1492 | + | pursuant to K.S.A. 17-76,147, and amendments thereto, and in each case, |
---|
| 1493 | + | paying to the secretary of state all fees, including any penalties thereon, |
---|
| 1494 | + | due to the state. |
---|
892 | | - | this act; |
---|
893 | | - | (g) an irrevocable written consent of the foreign covered entity |
---|
894 | | - | that actions may be commenced against it in the proper court of any |
---|
895 | | - | county where there is proper venue by the service of process on the |
---|
896 | | - | secretary of state as provided for in K.S.A. 60-304, and amendments |
---|
897 | | - | thereto, and stipulating and agreeing that such service shall be taken |
---|
898 | | - | and held, in all courts, to be as valid and binding as if due service had |
---|
899 | | - | been made upon the governors of the foreign covered entity; and HOUSE BILL No. 2660—page 16 |
---|
900 | | - | (h) the date on which the foreign covered entity first did, or |
---|
901 | | - | intends to do, business in the state of Kansas. |
---|
902 | | - | Sec. 16. K.S.A. 2023 Supp. 56-1a605 is hereby amended to read |
---|
903 | | - | as follows: 56-1a605. (a) The secretary of state shall charge each |
---|
904 | | - | domestic and foreign limited partnership the following fees: |
---|
905 | | - | (1) For issuing or filing and indexing any of the documents |
---|
906 | | - | described below, a fee of $20: |
---|
| 1734 | + | K.S.A. 17-7925, and amendments thereto; |
---|
| 1735 | + | (3) the name and the business or residence address of each general |
---|
| 1736 | + | partner; and |
---|
| 1737 | + | (4) the latest date upon which the limited partnership is to dissolve; |
---|
| 1738 | + | and |
---|
| 1739 | + | (5) any other matters the general partners determine to include in the |
---|
| 1740 | + | certificate. |
---|
| 1741 | + | (b) A limited partnership is formed at the time of the filing of the |
---|
| 1742 | + | initial certificate of limited partnership in the office of the secretary of |
---|
| 1743 | + | state or at any later time specified in the certificate of limited partnership |
---|
| 1744 | + | if, in either case, there has been substantial compliance with the |
---|
| 1745 | + | requirements of this section. |
---|
| 1746 | + | Sec. 17. K.S.A. 2023 Supp. 56-1a605 is hereby amended to read as |
---|
| 1747 | + | follows: 56-1a605. (a) The secretary of state shall charge each domestic |
---|
| 1748 | + | and foreign limited partnership the following fees: |
---|
| 1749 | + | (1) For issuing or filing and indexing any of the documents described |
---|
| 1750 | + | below, a fee of $20: |
---|
931 | | - | (c) At the time of filing its application to do business, every |
---|
932 | | - | foreign limited partnership shall pay to the secretary of state an |
---|
933 | | - | application and recording fee of $150. |
---|
934 | | - | (d) The secretary of state shall not charge any fees for the |
---|
935 | | - | documents or services described in this section upon an official request |
---|
936 | | - | by any agency of this state or of the United States, or by any officer or |
---|
937 | | - | employee thereof. |
---|
938 | | - | Sec. 17. K.S.A. 2023 Supp. 56-1a606 is hereby amended to read |
---|
939 | | - | as follows: 56-1a606. (a) Every limited partnership organized under the |
---|
940 | | - | laws of this state shall make a written business entity information report |
---|
941 | | - | to the secretary of state, stating the prescribed information concerning |
---|
942 | | - | the limited partnership at the close of business on the last day of its tax |
---|
943 | | - | period next preceding the date of filing. If the limited partnership's tax |
---|
944 | | - | period is other than the calendar year, it shall give notice of its different |
---|
945 | | - | tax period to day the report is filed with the secretary of state prior to |
---|
946 | | - | December 31 of the year it commences the different tax period. |
---|
947 | | - | (b) The report shall be filed biennially, as determined by the year |
---|
948 | | - | that the limited partnership filed its formation documents. A limited |
---|
949 | | - | partnership that filed formation documents in an even-numbered year |
---|
950 | | - | shall file a report in each even-numbered year. A limited partnership |
---|
951 | | - | that filed formation documents in an odd-numbered year shall file a |
---|
952 | | - | report in each odd-numbered year. The report shall be filed after the |
---|
953 | | - | close of the limited partnership's tax period but not later than at the |
---|
954 | | - | time prescribed by law for filing the limited partnership's annual |
---|
955 | | - | Kansas income tax return April 15. |
---|
956 | | - | (c) The report shall be made on a form prescribed by the secretary |
---|
957 | | - | of state and shall contain the following information: |
---|
958 | | - | (1) The name of the limited partnership; HOUSE BILL No. 2660—page 17 |
---|
| 1817 | + | (c) At the time of filing its application to do business, every foreign |
---|
| 1818 | + | limited partnership shall pay to the secretary of state an application and |
---|
| 1819 | + | recording fee of $150. |
---|
| 1820 | + | (d) The secretary of state shall not charge any fees for the documents |
---|
| 1821 | + | or services described in this section upon an official request by any agency |
---|
| 1822 | + | of this state or of the United States, or by any officer or employee thereof. |
---|
| 1823 | + | Sec. 18. K.S.A. 2023 Supp. 56-1a606 is hereby amended to read as |
---|
| 1824 | + | follows: 56-1a606. (a) Every limited partnership organized under the laws |
---|
| 1825 | + | of this state shall make a written business entity information report to the |
---|
| 1826 | + | secretary of state, stating the prescribed information concerning the limited |
---|
| 1827 | + | partnership at the close of business on the last day of its tax period next |
---|
| 1828 | + | preceding the date of filing. If the limited partnership's tax period is other |
---|
| 1829 | + | than the calendar year, it shall give notice of its different tax period to day |
---|
| 1830 | + | the report is filed with the secretary of state prior to December 31 of the |
---|
| 1831 | + | year it commences the different tax period. |
---|
| 1832 | + | (b) The report shall be filed biennially, as determined by the year that |
---|
| 1833 | + | the limited partnership filed its formation documents. A limited partnership |
---|
| 1834 | + | that filed formation documents in an even-numbered year shall file a report |
---|
| 1835 | + | in each even-numbered year. A limited partnership that filed formation |
---|
| 1836 | + | documents in an odd-numbered year shall file a report in each odd- |
---|
| 1837 | + | numbered year. The report shall be filed after the close of the limited |
---|
| 1838 | + | partnership's tax period but not later than at the time prescribed by law for |
---|
| 1839 | + | filing the limited partnership's annual Kansas income tax return April 15. |
---|
| 1840 | + | (c) The report shall be made on a form prescribed by the secretary of |
---|
| 1841 | + | state and shall contain the following information: |
---|
| 1842 | + | (1) The name of the limited partnership; |
---|
985 | | - | 17-7510(a), and amendments thereto, relating to forfeiture of a |
---|
986 | | - | domestic corporation's articles of incorporation for failure to file a |
---|
987 | | - | business entity information report or pay the required fee, shall be |
---|
988 | | - | applicable to the certificate of partnership of any limited partnership |
---|
989 | | - | that fails to file its business entity information report or pay the |
---|
990 | | - | required fee within 90 days of the time prescribed in this section for |
---|
991 | | - | filing and paying the same or, in the case of a report filing and fee |
---|
992 | | - | received by mail, postmarked within 90 days of the time prescribed in |
---|
993 | | - | this section for filing and paying the same fee. Whenever the certificate |
---|
994 | | - | of partnership of a limited partnership is forfeited for failure to file a |
---|
995 | | - | business entity information report or to pay the required fee, the limited |
---|
996 | | - | partnership may be reinstated by filing a certificate of reinstatement, in |
---|
997 | | - | the manner and form to be prescribed by the secretary of state, and all |
---|
998 | | - | past due business entity information reports for the immediately |
---|
999 | | - | preceding 10 years, and payment to the secretary an amount equal to all |
---|
1000 | | - | fees and any penalties due. The fee for filing a certificate of |
---|
1001 | | - | reinstatement shall be the same as that prescribed by K.S.A. 17-7506, |
---|
1002 | | - | and amendments thereto, for filing a certificate of reinstatement of a |
---|
| 1911 | + | 17-7510(a), and amendments thereto, relating to forfeiture of a domestic |
---|
| 1912 | + | corporation's articles of incorporation for failure to file a business entity |
---|
| 1913 | + | information report or pay the required fee, shall be applicable to the |
---|
| 1914 | + | certificate of partnership of any limited partnership that fails to file its |
---|
| 1915 | + | business entity information report or pay the required fee within 90 days of |
---|
| 1916 | + | the time prescribed in this section for filing and paying the same or, in the |
---|
| 1917 | + | case of a report filing and fee received by mail, postmarked within 90 days |
---|
| 1918 | + | of the time prescribed in this section for filing and paying the same fee. |
---|
| 1919 | + | Whenever the certificate of partnership of a limited partnership is forfeited |
---|
| 1920 | + | for failure to file a business entity information report or to pay the required |
---|
| 1921 | + | fee, the limited partnership may be reinstated by filing a certificate of |
---|
| 1922 | + | reinstatement, in the manner and form to be prescribed by the secretary of |
---|
| 1923 | + | state, and all past due business entity information reports for the |
---|
| 1924 | + | immediately preceding 10 years, and payment to the secretary an amount |
---|
| 1925 | + | equal to all fees and any penalties due. The fee for filing a certificate of |
---|
| 1926 | + | reinstatement shall be the same as that prescribed by K.S.A. 17-7506, and |
---|
| 1927 | + | amendments thereto, for filing a certificate of reinstatement of a |
---|
1004 | | - | Sec. 18. K.S.A. 2023 Supp. 56-1a607 is hereby amended to read |
---|
1005 | | - | as follows: 56-1a607. (a) Every foreign limited partnership shall make |
---|
1006 | | - | a written business entity information report to the secretary of state, |
---|
1007 | | - | stating the prescribed information concerning the limited partnership at |
---|
1008 | | - | the close of business on the last day of its tax period next preceding the |
---|
1009 | | - | date of filing. If the limited partnership's tax period is other than the |
---|
1010 | | - | calendar year, it shall give notice of its different tax period to day the |
---|
1011 | | - | report is filed with the secretary of state prior to December 31 of the |
---|
1012 | | - | year it commences the different tax period. |
---|
1013 | | - | (b) The report shall be filed biennially, as determined by the year |
---|
1014 | | - | that the foreign limited partnership filed its foreign limited partnership |
---|
| 1929 | + | Sec. 19. K.S.A. 2023 Supp. 56-1a607 is hereby amended to read as |
---|
| 1930 | + | follows: 56-1a607. (a) Every foreign limited partnership shall make a |
---|
| 1931 | + | written business entity information report to the secretary of state, stating |
---|
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| 1961 | + | 30 |
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| 1962 | + | 31 |
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| 1965 | + | 34 |
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| 1966 | + | 35 |
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| 1967 | + | 36 |
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| 1968 | + | 37 |
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| 1969 | + | 38 |
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| 1970 | + | 39 |
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| 1971 | + | 40 |
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| 1972 | + | 41 |
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| 1973 | + | 42 |
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| 1974 | + | 43 HB 2660 24 |
---|
| 1975 | + | the prescribed information concerning the limited partnership at the close |
---|
| 1976 | + | of business on the last day of its tax period next preceding the date of |
---|
| 1977 | + | filing. If the limited partnership's tax period is other than the calendar year, |
---|
| 1978 | + | it shall give notice of its different tax period to day the report is filed with |
---|
| 1979 | + | the secretary of state prior to December 31 of the year it commences the |
---|
| 1980 | + | different tax period. |
---|
| 1981 | + | (b) The report shall be filed biennially, as determined by the year that |
---|
| 1982 | + | the foreign limited partnership filed its foreign limited partnership |
---|
1052 | | - | applicable to the authority of any foreign limited partnership that fails |
---|
1053 | | - | to file its business entity information report or pay the required fee |
---|
1054 | | - | within 90 days of the time prescribed in this section for filing and |
---|
1055 | | - | paying the same or, in the case of a report filing and fee received by |
---|
1056 | | - | mail, postmarked within 90 days of the time prescribed in this section |
---|
1057 | | - | for filing and paying the same fee. Whenever the authority of a foreign |
---|
1058 | | - | limited partnership to do business in this state is forfeited for failure to |
---|
1059 | | - | file a business entity information report or to pay the required fee, the |
---|
1060 | | - | foreign limited partnership's authority to do business in this state may |
---|
1061 | | - | be reinstated by filing a certificate of reinstatement, in the manner and |
---|
1062 | | - | form to be prescribed by the secretary of state, and all past due business |
---|
1063 | | - | entity information reports for the immediately preceding 10 years, and |
---|
1064 | | - | payment to the secretary of state an amount equal to all fees and any |
---|
1065 | | - | penalties due. The fee for filing a certificate of reinstatement shall be |
---|
1066 | | - | the same as that prescribed by K.S.A. 17-7506, and amendments |
---|
1067 | | - | thereto, for filing a certificate of reinstatement of a corporation's |
---|
1068 | | - | articles of incorporation. |
---|
1069 | | - | Sec. 19. K.S.A. 2023 Supp. 56a-1001 is hereby amended to read |
---|
1070 | | - | as follows: 56a-1001. (a) A partnership may become a limited liability |
---|
| 2063 | + | applicable to the authority of any foreign limited partnership that fails to |
---|
| 2064 | + | file its business entity information report or pay the required fee within 90 |
---|
| 2065 | + | days of the time prescribed in this section for filing and paying the same |
---|
| 2066 | + | or, in the case of a report filing and fee received by mail, postmarked |
---|
| 2067 | + | within 90 days of the time prescribed in this section for filing and paying |
---|
| 2068 | + | the same fee. Whenever the authority of a foreign limited partnership to do |
---|
| 2069 | + | business in this state is forfeited for failure to file a business entity |
---|
| 2070 | + | information report or to pay the required fee, the foreign limited |
---|
| 2071 | + | partnership's authority to do business in this state may be reinstated by |
---|
| 2072 | + | filing a certificate of reinstatement, in the manner and form to be |
---|
| 2073 | + | prescribed by the secretary of state, and all past due business entity |
---|
| 2074 | + | information reports for the immediately preceding 10 years, and payment |
---|
| 2075 | + | to the secretary of state an amount equal to all fees and any penalties due. |
---|
| 2076 | + | The fee for filing a certificate of reinstatement shall be the same as that |
---|
| 2077 | + | prescribed by K.S.A. 17-7506, and amendments thereto, for filing a |
---|
| 2078 | + | certificate of reinstatement of a corporation's articles of incorporation. |
---|
| 2079 | + | Sec. 20. K.S.A. 2023 Supp. 56a-1001 is hereby amended to read as |
---|
| 2080 | + | follows: 56a-1001. (a) A partnership may become a limited liability |
---|
1099 | | - | partnership has satisfied all conditions precedent to the qualification of |
---|
1100 | | - | the partnership as a limited liability partnership. |
---|
1101 | | - | (g) An amendment or cancellation of a statement of qualification |
---|
1102 | | - | is effective when it is filed or on a deferred effective date specified in |
---|
1103 | | - | the amendment or cancellation. |
---|
1104 | | - | Sec. 20. K.S.A. 2023 Supp. 56a-1201 is hereby amended to read |
---|
1105 | | - | as follows: 56a-1201. (a) Every limited liability partnership organized |
---|
1106 | | - | under the laws of this state shall make a written business entity |
---|
1107 | | - | information report to the secretary of state, stating the prescribed |
---|
1108 | | - | information concerning the limited liability partnership at the close of |
---|
1109 | | - | business on the last day of its tax period next preceding the date of |
---|
1110 | | - | filing. If the limited liability partnership's tax period is other than the |
---|
1111 | | - | calendar year, it shall give notice of its different tax period in writing to |
---|
1112 | | - | day the report is filed with the secretary of state prior to December 31 |
---|
1113 | | - | of the year it commences the different tax period. |
---|
1114 | | - | (b) The report shall be filed biennially, as determined by the year |
---|
1115 | | - | that the limited liability partnership filed its limited liability partnership |
---|
1116 | | - | formation documents. A limited liability partnership that filed |
---|
1117 | | - | formation documents in an even-numbered year shall file a report in |
---|
1118 | | - | each even-numbered year. A limited liability partnership that filed |
---|
1119 | | - | formation documents in an odd-numbered year shall file a report in |
---|
1120 | | - | each odd-numbered year. The report shall be filed after the close of the |
---|
1121 | | - | limited liability partnership's tax period but not later than at the time |
---|
1122 | | - | prescribed by law for filing the limited liability partnership's annual |
---|
1123 | | - | Kansas income tax return April 15. |
---|
1124 | | - | (c) The report shall be made on a form prescribed by the secretary |
---|
1125 | | - | of state and shall contain the following information: |
---|
| 2151 | + | partnership has satisfied all conditions precedent to the qualification of the |
---|
| 2152 | + | partnership as a limited liability partnership. |
---|
| 2153 | + | (g) An amendment or cancellation of a statement of qualification is |
---|
| 2154 | + | effective when it is filed or on a deferred effective date specified in the |
---|
| 2155 | + | amendment or cancellation. |
---|
| 2156 | + | Sec. 21. K.S.A. 2023 Supp. 56a-1201 is hereby amended to read as |
---|
| 2157 | + | follows: 56a-1201. (a) Every limited liability partnership organized under |
---|
| 2158 | + | the laws of this state shall make a written business entity information |
---|
| 2159 | + | report to the secretary of state, stating the prescribed information |
---|
| 2160 | + | concerning the limited liability partnership at the close of business on the |
---|
| 2161 | + | last day of its tax period next preceding the date of filing. If the limited |
---|
| 2162 | + | liability partnership's tax period is other than the calendar year, it shall |
---|
| 2163 | + | give notice of its different tax period in writing to day the report is filed |
---|
| 2164 | + | with the secretary of state prior to December 31 of the year it commences |
---|
| 2165 | + | the different tax period. |
---|
| 2166 | + | (b) The report shall be filed biennially, as determined by the year that |
---|
| 2167 | + | the limited liability partnership filed its limited liability partnership |
---|
| 2168 | + | formation documents. A limited liability partnership that filed formation |
---|
| 2169 | + | documents in an even-numbered year shall file a report in each even- |
---|
| 2170 | + | numbered year. A limited liability partnership that filed formation |
---|
| 2171 | + | documents in an odd-numbered year shall file a report in each odd- |
---|
| 2172 | + | numbered year. The report shall be filed after the close of the limited |
---|
| 2173 | + | liability partnership's tax period but not later than at the time prescribed by |
---|
| 2174 | + | law for filing the limited liability partnership's annual Kansas income tax |
---|
| 2175 | + | return April 15. |
---|
| 2176 | + | (c) The report shall be made on a form prescribed by the secretary of |
---|
| 2177 | + | state and shall contain the following information: |
---|
1143 | | - | 17-7510(a), and amendments thereto, relating to penalties for failure of |
---|
1144 | | - | a corporation to file a business entity information report or pay the |
---|
1145 | | - | required fee, shall be applicable to the statement of qualification of any |
---|
1146 | | - | limited liability partnership that fails to file its business entity |
---|
1147 | | - | information report or pay the required fee within 90 days of the time |
---|
1148 | | - | prescribed in this section for filing and paying the same or, in the case |
---|
1149 | | - | of a report filing and fee received by mail, postmarked within 90 days |
---|
1150 | | - | of the time prescribed in this section for filing and paying the same fee. |
---|
1151 | | - | Whenever the statement of qualification of a limited liability |
---|
1152 | | - | partnership is forfeited for failure to file a business entity information |
---|
1153 | | - | report or to pay the required fee, the limited liability partnership may be |
---|
1154 | | - | reinstated by filing a certificate of reinstatement, in the manner and |
---|
1155 | | - | form to be prescribed by the secretary of state, and all past due business |
---|
1156 | | - | entity information reports for the immediately preceding 10 years, and |
---|
1157 | | - | payment to the secretary an amount equal to all fees and any penalties |
---|
1158 | | - | due. The fee for filing a certificate of reinstatement shall be the same as |
---|
1159 | | - | that prescribed by K.S.A. 17-7506, and amendments thereto, for filing |
---|
1160 | | - | a certificate of reinstatement of a corporation's articles of incorporation. |
---|
1161 | | - | Sec. 21. K.S.A. 2023 Supp. 56a-1202 is hereby amended to read |
---|
1162 | | - | as follows: 56a-1202. (a) Every foreign limited liability partnership |
---|
1163 | | - | shall make a written business entity information report to the secretary |
---|
1164 | | - | of state, stating the prescribed information concerning the foreign |
---|
1165 | | - | limited liability partnership at the close of business on the last day of its |
---|
1166 | | - | tax period next preceding the date of filing. If the foreign limited |
---|
1167 | | - | liability partnership's tax period is other than the calendar year, it shall |
---|
1168 | | - | give notice in writing of its different tax period to day the report is filed |
---|
1169 | | - | with the secretary of state prior to December 31 of the year it |
---|
1170 | | - | commences the different tax period. |
---|
1171 | | - | (b) The report shall be filed biennially, as determined by the year |
---|
1172 | | - | that the foreign limited liability partnership filed its foreign limited |
---|
1173 | | - | liability partnership application. A foreign limited liability partnership |
---|
1174 | | - | that filed its application in an even-numbered year shall file a report in |
---|
1175 | | - | each even-numbered year. A foreign limited liability partnership that |
---|
1176 | | - | filed its application in an odd-numbered year shall file a report in each |
---|
1177 | | - | odd-numbered year. The report shall be filed after the close of the |
---|
1178 | | - | foreign limited liability partnership's tax period but not later than at the |
---|
1179 | | - | time prescribed by law for filing the foreign limited liability |
---|
1180 | | - | partnership's annual Kansas income tax return April 15. |
---|
1181 | | - | (c) The report shall be made on a form prescribed by the secretary |
---|
1182 | | - | of state and shall contain: |
---|
| 2238 | + | 17-7510(a), and amendments thereto, relating to penalties for failure of a |
---|
| 2239 | + | corporation to file a business entity information report or pay the required |
---|
| 2240 | + | fee, shall be applicable to the statement of qualification of any limited |
---|
| 2241 | + | liability partnership that fails to file its business entity information report |
---|
| 2242 | + | or pay the required fee within 90 days of the time prescribed in this section |
---|
| 2243 | + | for filing and paying the same or, in the case of a report filing and fee |
---|
| 2244 | + | received by mail, postmarked within 90 days of the time prescribed in this |
---|
| 2245 | + | section for filing and paying the same fee. Whenever the statement of |
---|
| 2246 | + | qualification of a limited liability partnership is forfeited for failure to file |
---|
| 2247 | + | a business entity information report or to pay the required fee, the limited |
---|
| 2248 | + | liability partnership may be reinstated by filing a certificate of |
---|
| 2249 | + | reinstatement, in the manner and form to be prescribed by the secretary of |
---|
| 2250 | + | state, and all past due business entity information reports for the |
---|
| 2251 | + | immediately preceding 10 years, and payment to the secretary an amount |
---|
| 2252 | + | equal to all fees and any penalties due. The fee for filing a certificate of |
---|
| 2253 | + | reinstatement shall be the same as that prescribed by K.S.A. 17-7506, and |
---|
| 2254 | + | amendments thereto, for filing a certificate of reinstatement of a |
---|
| 2255 | + | corporation's articles of incorporation. |
---|
| 2256 | + | Sec. 22. K.S.A. 2023 Supp. 56a-1202 is hereby amended to read as |
---|
| 2257 | + | follows: 56a-1202. (a) Every foreign limited liability partnership shall |
---|
| 2258 | + | make a written business entity information report to the secretary of state, |
---|
| 2259 | + | stating the prescribed information concerning the foreign limited liability |
---|
| 2260 | + | partnership at the close of business on the last day of its tax period next |
---|
| 2261 | + | preceding the date of filing. If the foreign limited liability partnership's tax |
---|
| 2262 | + | period is other than the calendar year, it shall give notice in writing of its |
---|
| 2263 | + | different tax period to day the report is filed with the secretary of state |
---|
| 2264 | + | prior to December 31 of the year it commences the different tax period. |
---|
| 2265 | + | (b) The report shall be filed biennially, as determined by the year that |
---|
| 2266 | + | the foreign limited liability partnership filed its foreign limited liability |
---|
| 2267 | + | partnership application. A foreign limited liability partnership that filed its |
---|
| 2268 | + | application in an even-numbered year shall file a report in each even- |
---|
| 2269 | + | numbered year. A foreign limited liability partnership that filed its |
---|
| 2270 | + | application in an odd-numbered year shall file a report in each odd- |
---|
| 2271 | + | numbered year. The report shall be filed after the close of the foreign |
---|
| 2272 | + | limited liability partnership's tax period but not later than at the time |
---|
| 2273 | + | prescribed by law for filing the foreign limited liability partnership's |
---|
| 2274 | + | annual Kansas income tax return April 15. |
---|
| 2275 | + | (c) The report shall be made on a form prescribed by the secretary of |
---|
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| 2318 | + | 43 HB 2660 28 |
---|
| 2319 | + | state and shall contain: |
---|
1198 | | - | 17-7510(a), and amendments thereto, relating to penalties for failure of |
---|
1199 | | - | a corporation to file a business entity information report or pay the |
---|
1200 | | - | required fee, shall be applicable to the statement of foreign |
---|
1201 | | - | qualification of any foreign limited liability partnership that fails to file |
---|
1202 | | - | its business entity information report or pay the required fee within 90 |
---|
1203 | | - | days of the time prescribed in this section for filing and paying the |
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1204 | | - | same or, in the case of a report filing and fee received by mail, |
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1205 | | - | postmarked within 90 days of the time prescribed in this section for |
---|
1206 | | - | filing and paying the same fee. Whenever the statement of foreign |
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1207 | | - | qualification of a foreign limited liability partnership is forfeited for |
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1208 | | - | failure to file a business entity information report or to pay the required |
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1209 | | - | fee, the statement of foreign qualification of the foreign limited liability |
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1210 | | - | partnership may be reinstated by filing a certificate of reinstatement, in |
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1211 | | - | the manner and form to be prescribed by the secretary of state, and all |
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1212 | | - | past due business entity information reports for the immediately |
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1213 | | - | preceding 10 years, and payment to the secretary of state an amount |
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1214 | | - | equal to all fees and any penalties due. The fee for filing a certificate of |
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1215 | | - | reinstatement shall be the same as that prescribed by K.S.A. 17-7506, |
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1216 | | - | and amendments thereto, for filing a certificate of reinstatement of a |
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1217 | | - | corporation's articles of incorporation. |
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1218 | | - | Sec. 22. K.S.A. 17-2036, 17-2718, 17-4615, 17-4634, 17-4677, |
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1219 | | - | 17-7002, 17-7503, 17-7504, 17-7505, 17-7506, 17-76,136, 17-76,139, |
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1220 | | - | 17-7903 and 17-7931 and K.S.A. 2023 Supp. 56-1a605, 56-1a606, 56- |
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1221 | | - | 1a607, 56a-1001, 56a-1201 and 56a-1202 are hereby repealed. |
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1222 | | - | Sec. 23. This act shall take effect and be in force from and after its |
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| 2335 | + | 17-7510(a), and amendments thereto, relating to penalties for failure of a |
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| 2336 | + | corporation to file a business entity information report or pay the required |
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| 2337 | + | fee, shall be applicable to the statement of foreign qualification of any |
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| 2338 | + | foreign limited liability partnership that fails to file its business entity |
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| 2339 | + | information report or pay the required fee within 90 days of the time |
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| 2340 | + | prescribed in this section for filing and paying the same or, in the case of a |
---|
| 2341 | + | report filing and fee received by mail, postmarked within 90 days of the |
---|
| 2342 | + | time prescribed in this section for filing and paying the same fee. |
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| 2343 | + | Whenever the statement of foreign qualification of a foreign limited |
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| 2344 | + | liability partnership is forfeited for failure to file a business entity |
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| 2345 | + | information report or to pay the required fee, the statement of foreign |
---|
| 2346 | + | qualification of the foreign limited liability partnership may be reinstated |
---|
| 2347 | + | by filing a certificate of reinstatement, in the manner and form to be |
---|
| 2348 | + | prescribed by the secretary of state, and all past due business entity |
---|
| 2349 | + | information reports for the immediately preceding 10 years, and payment |
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| 2350 | + | to the secretary of state an amount equal to all fees and any penalties due. |
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| 2351 | + | The fee for filing a certificate of reinstatement shall be the same as that |
---|
| 2352 | + | prescribed by K.S.A. 17-7506, and amendments thereto, for filing a |
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| 2353 | + | certificate of reinstatement of a corporation's articles of incorporation. |
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| 2354 | + | Sec. 23. K.S.A. 17-2036, 17-2718, 17-4615, 17-4634, 17-4677, 17- |
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| 2355 | + | 7002, 17-7503, 17-7504, 17-7505, 17-7506, 17-76,136, 17-76,139, 17- |
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| 2356 | + | 7903 and 17-7931 and K.S.A. 2023 Supp. 56-1a151, 56-1a605, 56-1a606, |
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| 2357 | + | 56-1a607, 56a-1001, 56a-1201 and 56a-1202 are hereby repealed. |
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| 2358 | + | Sec. 24. This act shall take effect and be in force from and after its |
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