EXPLANATION: CAPITALS INDICATE MAT TER ADDED TO EXISTIN G LAW. [Brackets] indicate matter deleted from existing law. *hb1416* HOUSE BILL 1416 C1 5lr3288 By: Delegate Amprey Introduced and read first time: February 7, 2025 Assigned to: Economic Matters A BILL ENTITLED AN ACT concerning 1 State Department of Assessments and Taxation – Expedited Document 2 Processing and Fees 3 FOR the purpose of establishing expedited processing fees for certain documents filed with 4 the State Department of Assessments and Taxation; requiring the Department to 5 process documents filed at certain times within certain time frames; and generally 6 relating to document processing by the State Department of Assessments and 7 Taxation. 8 BY repealing and reenacting, with amendments, 9 Article – Corporations and Associations 10 Section 1–203 and 1–203.2 11 Annotated Code of Maryland 12 (2014 Replacement Volume and 2024 Supplement) 13 SECTION 1. BE IT ENACTED BY THE GENERAL ASSEMBLY OF MARYLAND, 14 That the Laws of Maryland read as follows: 15 Article – Corporations and Associations 16 1–203. 17 (a) In addition to any organization and capitalization fee required under § 1–204 18 of this subtitle, subject to subsection (c) of this section, the Department shall collect the fees 19 specified in subsection (b) of this section. 20 (b) (1) Except as provided in paragraph (10) of this subsection, for each of the 21 following documents, the nonrefundable processing fee is $100: 22 Document 23 Articles of incorporation 24 2 HOUSE BILL 1416 Articles of amendment 1 Articles of extension 2 Articles of restatement of charter 3 Articles of amendment and restatement 4 Articles supplementary 5 Articles of share exchange 6 Articles of consolidation or merger 7 Articles of revival for stock corporation 8 Articles of revival for nonstock corporation 9 Articles of conversion 10 Articles of validation 11 (2) For each of the following documents, the nonrefundable processing fee 12 is as indicated: 13 (i) Notice of change of address of principal office...........................$25 14 (ii) Notice of change of name or address of resident 15 agent.....................................................................................................................................$25, 16 up to a maximum of $30,000 for a bulk filing 17 (iii) Certificate of correction….…………………………………. ……$25 18 (iv) Except as provided in paragraph (14) of this subsection, any 19 other documents……………...…………….……………..........................................................$25 20 (3) (i) For each of the following documents which are filed but not 21 recorded, the nonrefundable processing fee is as indicated: 22 Reservation of a corporate, limited partnership, limited liability partnership or 23 limited liability company name………………………………………………………... …...…...$25 24 Original registration of name of a foreign corporation to end of calendar 25 year………………………………………………………………………………………….. …..….$100 26 Renewal of registration of name of a foreign corporation for 1 calendar 27 year………………………………………………………………………………………….. …...…$100 28 Documents in connection with the qualification of a foreign corporation to do 29 intrastate business in this State……………………………………………………....… ……$100 30 Application for registration of a foreign limited partnership, a foreign limited 31 liability partnership, or a foreign limited liability company………………………....……$100 32 Other documents……………………………………………………………………... ……$6 33 HOUSE BILL 1416 3 (ii) Except as provided in paragraph (13) of this subsection, for each 1 of the following documents which are filed but not recorded, the filing fee is as indicated: 2 Annual report of a Maryland corporation, except a charitable or benevolent 3 institution, nonstock corporation, savings and loan corporation, credit union, family farm, 4 and banking institution…………………………………………………………… ……………$300 5 Annual report of a foreign corporation subject to the jurisdiction of this State, except 6 a national banking association, savings and loan association, credit union, nonstock 7 corporation, and charitable and benevolent institution…………………..……………… $300 8 Annual report of a Maryland savings and loan association, banking institution, or 9 credit union or of a foreign savings and loan association, national banking association, or 10 credit union that is subject to the jurisdiction of this State………...…………………… $300 11 Annual report of a Maryland limited liability company, limited liability partnership, 12 limited partnership, or of a foreign limited liability company, foreign limited liability 13 partnership, or foreign limited partnership, except a family 14 farm……………………………………………………………………………………....… …….$300 15 Annual report of a business trust………………………………………….……. ……$300 16 Annual report of a real estate investment trust or foreign statutory trust doing 17 business in this State……………………………………………………………………… ……$300 18 Annual report of a family farm……………………………………………...…… ……$100 19 (4) For each of the following documents recorded or filed the nonrefundable 20 processing fee is $100: 21 (i) Certificate of limited partnership, certificate of limited liability 22 partnership, articles of organization of a limited liability company, certificate of trust of a 23 business trust, including certificates of amendment, certificates of reinstatement, and 24 articles of reinstatement; and 25 (ii) Any statement filed by a partnership under Title 9A of this 26 article. 27 (5) For issuing each of the following certificates, the nonrefundable 28 processing fee is as indicated: 29 Type of Instrument ……..……………….......................……..………………...Special Fee 30 Certificate of status of a corporation, partnership, limited partnership, limited 31 liability partnership, or limited liability company of this State or of a foreign corporation, 32 foreign partnership, foreign limited partnership, foreign limited liability partnership, or 33 foreign limited liability company……..……………….......................……..……………….... .$20 34 4 HOUSE BILL 1416 Certified list of the charter papers of a corporation of this State or any certificates of 1 a limited partnership, limited liability partnership, or a limited liability company of this 2 State recorded or filed with the Department……………………...… ……..………………...... $20 3 Certificate of compliance by a foreign corporation, foreign limited partnership, 4 foreign limited liability partnership, or foreign limited liability company with requirements 5 of law in respect of qualification or registration……………………....……..……………….... $20 6 Certificate of withdrawal of registration or qualification...…….……….….………..$20 7 Certificate of any paper recorded or filed in the Department’s office………...……..$20 8 (6) For a duplicate of a certificate mentioned in paragraph (5) of this 9 subsection which is issued at the same time as the original, the fee is $1, and for a 10 nonelectronic copy of any other paper recorded or filed with the Department, the fee is $1 11 per page. 12 (7) (i) For acceptance of service of process or notice on the Department, 13 the Department shall charge a fee of $50. 14 (ii) Each county and Baltimore City is exempt from the fee under 15 subparagraph (i) of this paragraph. 16 (8) Subject to § 1–203.2(c) of this subtitle, for processing each of the 17 following documents on an expedited basis, the additional fee is as indicated: 18 Recording any document, including financing statements, or submitting for 19 preclearance any document listed in paragraph (1) or (4) of this subsection, if processing 20 under § 1–203.2(b)(1) of this subtitle is requested..........................................................$425 21 RECORDING ANY DOCUMEN T, INCLUDING FINANCING STATEMENTS , OR 22 SUBMITTING FOR PRECL EARANCE ANY DOCUMENT LISTED IN PARAGRAPH (1) OR (4) 23 OF THIS SUBSECTION , IF PROCESSING UNDER § 1–203.2(B)(2) OF THIS SUBTITLE IS 24 REQUESTED..........................................................................................................$1,000 25 RECORDING ANY DOCUMEN T, INCLUDING FINANCING STATEMENTS , OR 26 SUBMITTING FOR PRECL EARANCE ANY DOCUMENT LISTED IN PARAGRAPH (1) OR (4) 27 OF THIS SUBSECTION, IF PROCESSING UNDER § 1–203.2(B)(3) OF THIS SUBTITLE IS 28 REQUESTED ..........................................................................................................$1,500 29 Recording any document, including financing statements, or sub mitting for 30 preclearance any document listed in paragraph (1) or (4) of this subsection, if processing 31 under § 1 –203.2(b)(1) THROUGH (3) of this subtitle is not 32 requested……….…….........……….…….........……….…….........……….……........................$50 33 HOUSE BILL 1416 5 Certificate of status of a corporation, partnership, limited partnership, limited 1 liability partnership, or limited liability company, or a name reservation………....……..$20 2 Certified list of the charter documents of a Maryland corporation or any certificate 3 of a Maryland limited partnership, limited liability partnership, or limited liability 4 company recorded or filed with the Department.........................................……....……....$20 5 A copy of any document recorded or filed with the Department, or a corporate 6 abstract…………………………….........................................................................................$20 7 Application for a ground rent redemption or a ground rent extinguishment, or 8 payment of a redemption or extinguishment amount to the former owner of the ground 9 rent………………………......................................................................................................$50 10 (9) A nonrefundable processing fee for a request by paper document for an 11 extension of the date for submitting an annual report under § 14–704 of the Tax – Property 12 Article is $20. 13 (10) A nonrefundable processing fee for articles of incorporation of a 14 nonstock corporation that is organized to operate as a nonprofit entity under § 501(c)(3), 15 (4), or (6) of the Internal Revenue Code is $150. 16 (11) A fee for the nonpayment of a check or other negotiable instrument that 17 was presented to the Department as payment for any of the other fees imposed under this 18 section is $30. 19 (12) A nonrefundable processing fee for preclearance of a document or draft 20 of a document listed in paragraph (1) or (4) of this subsection is $275. 21 (13) Beginning in fiscal year 2022, the Department shall waive the filing fee 22 for a business entity described under paragraph (3)(ii) of this subsection for each year that 23 the entity provides evidence to the Department that: 24 (i) The entity is required to comply with and is in compliance with 25 Title 12 of the Labor and Employment Article; or 26 (ii) The entity otherwise provides an employer–offered savings 27 arrangement, as defined in § 12–101(e) of the Labor and Employment Article, that is in 28 compliance with federal law. 29 (14) There is no processing fee for documents filed to dissolve, cancel, or 30 terminate an entity under this subsection. 31 (c) For each fee identified under subsection (b) of this section as nonrefundable, 32 the Department shall adopt regulations to specify the conditions under which the fee shall 33 be nonrefundable and the conditions under which the fee may be applied to a resubmission 34 of a document for filing, recording, or processing. 35 6 HOUSE BILL 1416 (d) The fees collected under subsection (b)(8) and (12) of this section shall be 1 credited to the fund established under § 1–203.3 of this subtitle. 2 (e) Of the $150 collected under subsection (b)(10) of this section, $50 shall be 3 credited to the Maryland Nonprofit Development Center Program Fund established under 4 § 5–1204 of the Economic Development Article. 5 1–203.2. 6 (a) On payment of the APPLICABLE fee provided in § 1–203(b)(8) of this subtitle, 7 the Department shall process documents on an expedited basis as provided in subsection 8 (b) of this section. 9 (b) Subject to subsection (c) of this section, the Department shall: 10 (1) Process documents filed with the Department at least 2 hours before 11 the Department’s close of business within 2 hours after the documents are received; [and] 12 (2) PROCESS DOCUMENTS FIL ED WITH THE DEPARTMENT AT LEAST 13 1 HOUR BEFORE THE DEPARTMENT ’S CLOSE OF BUSINESS WITHIN 1 HOUR AFTER 14 THE DOCUMENTS ARE RE CEIVED; 15 (3) PROCESS DOCUMENTS FIL ED WITH THE DEPARTMENT AT LEAST 16 30 MINUTES BEFORE THE DEPARTMENT ’S CLOSE OF BUSINESS WITHIN 30 MINUTES 17 AFTER THE DOCUMENTS ARE RECEIVED ; AND 18 [(2)] (4) To the extent practicable, process all other documents on the 19 same day that the documents are received. 20 (c) (1) The Department shall adopt regulations governing the manner of filing 21 and processing of documents on an expedited basis, including reasonable limitations on 22 filing documents of unusual volume or length. 23 (2) The Department may: 24 (i) Adopt regulations establishing: 25 1. Expedited document processing tiers; or 26 2. Additional methods of expedited document processing; 27 and 28 (ii) Charge reasonable fees for services provided in accordance with 29 this paragraph. 30 HOUSE BILL 1416 7 SECTION 2. AND BE IT FURTHER ENACTED, That this Act shall take effect 1 October 1, 2025. 2