law18024

Chapter 024

2018 -- S 2320
Enacted 06/04/2018

A N A C T

RELATING TO CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS -- THE RHODE ISLAND LIMITED LIABILITY COMPANY ACT

Introduced By: Senators Euer, Pearson, Goldin, Jabour, and Nesselbush

Date Introduced: February 15, 2018

It is enacted by the General Assembly as follows:

SECTION 1. Section 7-16-8 of the General Laws in Chapter 7-16 entitled "The Rhode

Island Limited Liability Company Act" is hereby amended to read as follows:

7-16-8. Filing. [Effective until July 1, 2020.].

(a) The secretary of state may not accept for filing any document under this chapter that

does not conform with law.

(b) The secretary of state may not accept for filing any organizational document,

qualification, registration, change of resident agent report, service of process, notice, or other

document until all required filing and other fees have been paid to the secretary of state.

of registration, article of merger, unless the surviving entity is a domestic entity of record with the

office of the secretary of state, or the reinstatement of a limited-liability company's certificate of

organization or registration until all required filing and other fees have been paid to the secretary

of state and all fees and taxes have been paid, as evidenced by an appropriate certificate of good

standing issued by the Rhode Island division of taxation.

(d) The secretary of state may not accept for filing a certificate of conversion to a non-

Rhode Island entity until all required filing and other fees have been paid to the secretary of state

and all fees and taxes have been paid, as evidenced by an appropriate certificate of good standing

issued by the Rhode Island division of taxation.

(e) When the secretary of state accepts the articles of organization or a certificate of

registration or any other document filed under this chapter, the secretary of state shall:

(1) Endorse on the document the date and time of its acceptance for filing;

(2) Promptly file the document; and

(3) Issue a certificate or other evidence that establishes:

(i) That the document was accepted for filing by the secretary of state; and

(ii) The date and time of the acceptance for filing.

(f) The document becomes effective upon the issuance of the certificate or other evidence

or at any later date that is set forth within the document, not more than thirty (30) ninety (90) days

after the filing of such document.

7-16-8. Filing. [Effective July 1, 2020.].

(a) The secretary of state may not accept for filing any document under this chapter that

does not conform with law.

(b) The secretary of state may not accept for filing any organizational document,

qualification, registration, change of resident agent report, service of process, notice, or other

document until all required filing and other fees have been paid to the secretary of state.

of registration, or article of merger until all required filing and other fees have been paid to the

secretary of state and all fees and taxes have been paid.

(d) The secretary of state may not accept for filing the reinstatement of a limited-liability

company's certificate of organization or registration until all required filing and other fees have

been paid to the secretary of state and all fees and taxes have been paid, as evidenced by an

appropriate certificate of good standing issued by the division of taxation.

(e) The secretary of state may not accept for filing a certificate of conversion to a non-

Rhode Island entity until all required filing and other fees have been paid to the secretary of state

and all fees and taxes have been paid.

(f) When the secretary of state accepts the articles of organization or a certificate of

registration or any other document filed under this chapter, the secretary of state shall:

(1) Endorse on the document the date and time of its acceptance for filing;

(2) Promptly file the document; and

(3) Issue a certificate or other evidence that establishes:

(i) That the document was accepted for filing by the secretary of state; and

(ii) The date and time of the acceptance for filing.

(g) The document becomes effective upon the issuance of the certificate or other

evidence or at any later date that is set forth within the document, not more than thirty (30) ninety

(90) days after the filing of such document.

SECTION 2. This act shall take effect on January 1, 2019.

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LC004336

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