HCS SCS SB 368 -- CORPORATIONS

SPONSOR:  Barnitz (Pratt)

COMMITTEE ACTION:  Voted "do pass" by the Committee on Judiciary
by a vote of 11 to 0.

This substitute allows a corporation to change the month of its
corporate registration report by designating the desired month
and paying an additional $20 fee.  Beginning January 1, 2007, a
corporation will also be allowed to file a corporate registration
report on a biennial basis.  A corporation incorporated in an
even-numbered year may only file a report in an even-numbered
year, and a corporation incorporated in an odd-numbered year may
only file a report in odd-numbered years.  The fee for filing the
biennial report will be $80 if filed in a written format and $30
if in an electronic format.  Any corporation filing a biennial
report must maintain the registration for two years, but may
choose to file an annual registration in subsequent years.

The Secretary of State is authorized to charge a $45 fee for a
corporate filing of the original articles of organization in an
electronic format.

An additional method for the dissolution of a limited liability
company (LLC) is authorized in the event that there are no
members and the LLC is not already dissolved and not required to
be wound up.  The substitute also changes the definition of
"issuing public corporation" in the general provisions for
business corporations in Section 351.015, RSMo, and defines
"domestic corporation" as a corporation incorporated under
Missouri laws in the merger and consolidation provisions in
Section 351.459.

Donation receptacles operating for profit are required to display
on the receptacle that the donations are not for charitable
organizations and will be resold for profit.  A violation of this
provision will be considered an unfair business practice under
Section 407.202.  If any of the proceeds from resale are donated
to a not-for-profit organization, the donation receptacle must
display the percentage of proceeds donated and the name of the
not-for-profit organization.

FISCAL NOTE:  Estimated Effect on General Revenue Fund of an
income of $265,300 in FY 2008, a cost of $347,374 in FY 2009, and
a cost of $778,735 in FY 2010.  Estimated Income on Other State
Funds of $112,500 in FY 2008, $77,500 in FY 2009, and $0 in FY
2010.

PROPONENTS:  Supporters say that the bill is pro-business by
allowing corporations to file corporate business license
biannually instead of annually.  The registration option is
similar to the license renewal option currently used by the
Department of Revenue.  The Secretary of State will also allow
electronic filing to expedite service and to reduce the cost of
filing.  The electronic filing process is currently in use in
many states including Iowa, Nebraska, and Indiana.

Testifying for the bill were Senator Barnitz; Representative
Pratt; Office of the Secretary of State; Missouri Chamber of
Commerce and Industry; and St. Louis Regional Commerce and Growth
Association.

OPPONENTS:  There was no opposition voiced to the committee.

Missouri House of Representatives
94th General Assembly, 1st Regular Session
Last Updated July 25, 2007 at 11:22 am