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Jurisdictional Updates
July 15, 2024

Delaware – Legislation Effective August 1 Amends LLC, Uniform Limited Partnership, Statutory Trust and Uniform Partnership Acts

House Bill 336 (Chapter 266) signed by the governor May 30 and effective August 1 amends the Limited Liability Company Act regarding certificates of merger or certificates of ownership and merger and revoking dissolution of a protected series, a registered series and an LLC. The bill text can be accessed here.

House Bill 337 (Chapter 267) signed by the governor May 30 and effective August 1 amends the Revised Uniform Limited Partnership Act regarding certificates of merger or certificates of ownership and merger and revoking dissolution of a protected series, a registered series and an LP. The bill text can be accessed here.

House Bill 338 (Chapter 268) signed by the governor May 30 and effective August 1 amends the Statutory Trust Act regarding timing of approval of a conversion and a domestication as a statutory trust. The bill text can be accessed here.

House Bill 339 (Chapter 269) signed by the governor May 30 and effective August 1 amends the Revised Uniform Partnership Act to permit a certificate of merger or certificate of ownership and merger to state amendments to the statement of partnership existence of a surviving domestic partnership in a merger as are desired to be effected by the merger. The bill text can be accessed here.

Kansas – Certificate of Good Standing No Longer Required for Registration of Foreign Covered Business Entity Form (FA)

Beginning July 1, 2024, the Kansas filing office requires submission of new forms for registration of non-Kansas entities.  Form FA is filed by corporations, LLCs, LPs and LLPs, and new form FBT is filed by business trusts.  A certificate of good standing is no longer required as a supporting document and the non-Kansas entity must certify that it is in good standing in the home state at the time of registration in Kansas. The Secretary of State will notify business entities of new filing deadlines for biennial information reports. Effective January 1, 2025 for-profit entities will file biennial reports by April 15 and not-for-profit entities by June 15. More information on annual report filing requirements can be accessed here.