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MN SF1979

Bill

Status

Introduced

2/27/2014

Primary Sponsor

Scott Newman

Click for details

Origin

Senate

88th Legislature 2013-2014

AI Summary

  • Establishes prefiling document review process allowing businesses to submit documents to the Secretary of State for $250 nonrefundable fee to verify compliance with statutory requirements before formal filing.

  • Permits approved documents to be filed without further substantive review if submitted within six months and the underlying statutory requirements and business entity status have not changed.

  • Expands conversion provisions to allow domestic corporations and limited liability companies to convert to foreign entities, and allows foreign entities to convert to domestic organizations, subject to jurisdiction-specific requirements.

  • Modifies officer and manager standards to clarify liability protections for those performing duties in good faith and establishes that delegation of duties does not eliminate accountability for the delegation itself and supervision of delegated tasks.

  • Updates class voting requirements for both corporations and limited liability companies to provide rights to vote as a class or series on proposed amendments affecting their interests, with optional combined voting group provisions.

Legislative Description

Business organizations prefiling document review; limited liability companies and business corporations regulations modifications

Last Action

HF substituted on General Orders HF2190

4/2/2014

Committee Referrals

Judiciary2/27/2014

Full Bill Text

No bill text available