Tennessee 2025-2026 Regular Session

Tennessee Senate Bill SB0545 Compare Versions

Only one version of the bill is available at this time.

Old	New	Differences
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2	2	HOUSE BILL 460
3	3	By Farmer
4	4
5	5	SENATE BILL 545
6	6	By Stevens
7	7
8	8
9	9	SB0545
10	10	001854
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13	13	AN ACT to amend Tennessee Code Annotated, Title 48,
14	14	relative to unauthorized filings with the secretary of
15	15	state.
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17	17	BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF TENNESSEE:
18	18	SECTION 1. Tennessee Code Annotated, Title 48, is amended by adding the following
19	19	as a new chapter:
20	20	48-251-101. Chapter definitions.
21	21	As used in this chapter, unless the context otherwise requires:
22	22	(1) "Person" means a natural person; and
23	23	(2) "Secretary of state" or "secretary" means the secretary of state or the
24	24	secretary of state's authorized representative or designee.
25	25	48-251-102. Complaint.
26	26	(a) A person who contends that the person's name or address was included on a
27	27	document filed with the secretary of state under this title or title 61 without the person's
28	28	consent may file a complaint with the secretary of state concerning the document.
29	29	(b) A complaint submitted pursuant to subsection (a) must include:
30	30	(1) A description of the document filed with the secretary of state that
31	31	contains the person's name or address;
32	32	(2) The name, street address, telephone number, and email address, if
33	33	available, of the person filing the complaint;
34	34	(3) The name and control number assigned by the secretary of state for
35	35	each business entity associated with the challenged document, if known to the
36	36	person making the complaint;
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41	41	(4) Information, if known to the person making the complaint, identifying
42	42	each person involved in the challenged document, including names, street
43	43	addresses, telephone numbers, and email addresses;
44	44	(5) Information, if known to the person making the complaint, identifying
45	45	the nature of any business or personal relationship between the person making
46	46	the complaint and each person involved in the filing of the challenged document;
47	47	and
48	48	(6) A statement, under penalty of perjury, by the person making the
49	49	complaint that the person believes in good faith that the facts stated in the
50	50	complaint are true and that the complaint complies with this section.
51	51	(c) The secretary of state may create a form that a person may use to submit a
52	52	complaint under this section.
53	53	48-251-103. Notice of complaint – Response.
54	54	(a) If the secretary of state determines that the complaint does not comply with §
55	55	48-251-102, then the secretary of state must dismiss the complaint and notify the person
56	56	who submitted the complaint. The notification must be sent no later than ten (10)
57	57	business days after the secretary of state receives the complaint. The notification must
58	58	state why the complaint does not comply with § 48-251-102.
59	59	(b) If the secretary of state determines that a complaint complies with § 48-251-
60	60	102, then no later than ten (10) business days after the secretary of state receives the
61	61	complaint, the secretary of state must send notice of the complaint to all physical
62	62	addresses that the business entity listed in the complaint has on file with the secretary of
63	63	state, including the street address, registered office, principal office, and mailing
64	64	address, if different, and to the email address that the business entity listed in the
65	65	complaint has on file with the secretary of state. The secretary of state's notice of the
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70	70	complaint must include a copy of the complaint and information regarding how a
71	71	response may be filed under this section.
72	72	(c) A person responding to the notice of the complaint may file a written
73	73	response no later than twenty-one (21) business days after the secretary of state mails
74	74	and emails the notice described under subsection (b). The person responding to the
75	75	notice of the complaint may use a form created by the secretary of state. The response
76	76	must include a statement, under penalty of perjury, that the person responding to the
77	77	notice of the complaint believes in good faith that the facts stated in the response are
78	78	true.
79	79	(d) If the secretary of state does not receive a response to the notice of the
80	80	complaint in writing within twenty-one (21) business days after the secretary of state
81	81	mails and emails the notice of the complaint, then the secretary of state must deem the
82	82	allegations contained in the complaint admitted for purposes of this chapter only.
83	83	48-251-104. Review.
84	84	(a) If, after reviewing the complaint and each submitted response, the secretary
85	85	of state determines that the person filing the complaint under § 48-251-102 has shown,
86	86	by clear and convincing evidence, that the name or address of the person challenging
87	87	the filing was included on a document filed with the secretary of state under this title or
88	88	title 61 without the person's consent, then the secretary of state must void the
89	89	challenged business record.
90	90	(b) If, after reviewing the complaint and each submitted response, the secretary
91	91	of state determines that the person filing the complaint under § 48-251-102 has not
92	92	shown, by clear and convincing evidence, that the name or address of the person
93	93	challenging the filing was included on a document filed with the secretary of state under
94	94	this title or title 61 without the person's consent, then the secretary must not take action.
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99	99	(c) The secretary of state shall issue a decision as described in subsection (a) or
100	100	subsection (b) within thirty (30) business days of mailing or emailing the notice of the
101	101	complaint.
102	102	(d) The secretary of state shall provide written notice of a decision as described
103	103	in subsection (a) or subsection (b) to the person who submitted the complaint and each
104	104	person who submitted a response to the notice of the complaint, if any, within seven (7)
105	105	business days after the secretary of state issues a decision as described in subsection
106	106	(a) or subsection (b).
107	107	(e) The person who submitted the complaint and each person who submitted the
108	108	response to the notice of the compliant are entitled to judicial review of the secretary of
109	109	state's decision under subsection (a) or subsection (b) in accordance with § 4-5-322(h).
110	110	(f) The remedies provided under this chapter do not preclude other remedies.
111	111	48-251-105. Filing fees for voided filings.
112	112	If the secretary of state voids a transaction under this chapter, then the secretary
113	113	of state must not issue a refund to the filer for the cost of the filing.
114	114	48-251-106. Public records.
115	115	The complaint and response are public records in the office of the secretary of
116	116	state.
117	117	SECTION 2. The headings in this act are for reference purposes only and do not
118	118	constitute a part of the law enacted by this act. However, the Tennessee Code Commission is
119	119	requested to include the headings in any compilation or publication containing this act.
120	120	SECTION 3. This act takes effect July 1, 2025, the public welfare requiring it.