ARIZONA
House Bill 2505 (Chapter 987) signed by the governor March 29 and effective the 91st day after adjournment of the legislative sessions (projected to be April 21) limits who can bring a claim for specified dissolutions or receivership against a converted entity to only a governor or interest holder in the converted entity when a conversion become effective.
FLORIDA
House Bill 661 (Chapter 2018-58) signed by the governor March 22 and effective July 1 amends business entity filing procedures to (1) provide that a person on whose behalf a filed record was delivered to the Department of State for filing may correct the record if the record contains false, misleading, or fraudulent information without a filing fee if delivered within ten (10) days and (2) require the department to send notice of the filing of a business record to the electronic mail address on file for the entity or its authorized representative or send a copy of the document to the address of such company or entity or its representative.
House Bill 1285 signed by the governor March 30 and effective July 1 allows social purpose or benefit corporations to omit confidential information from their annual benefit reports and authorizes state banks and trust companies regulated by the Office of Financial Regulation (OFR) to form as social purpose or benefit corporations; modify their OFR-approved forms for their articles of incorporation to include provisions required for social purpose or benefit corporations; and approve special stock offering plans.
IDAHO
House Bill 379 (Chapter 28) signed by the governor March 1 and effective July 1 amended nonprofit corporation provisions to require only one incorporator to sign articles of incorporation.
House Bill 518 (Chapter 187) signed by the governor March 20 and effective July 1 clarifies recording fees for certain types of instruments exceeding 30 pages in length.
ILLINOIS
House Bill 3514 (Public Act No. 186) signed by the governor August 18 and effective July 1, 2018 amended business entity statutes to provide that filings with the Secretary of State by entities registered in Illinois may not be deemed expedited services subject to additional expedited fees solely because the filings are made electronically.
July 1 is the effective date for the Entity Omnibus Act (2017 HB 2963, Public Act 100-0561) authorizing all business entities governed by Illinois law to convert into other entity forms or domesticate to another state. LLC conversions to other entities and domestications to and from Illinois were previously authorized by Public Act 099-0637 effective July 1, 2017.
INDIANA
Senate Bill 539 signed by the governor April 21 and effective July 1, 2018 provides for electronic filing of trademark registrations and renewals and revises provisions regarding notaries and notarial acts, and effective January 1, 2018 amends existing law for the Secretary of State to issue apostilles to attest to the authenticity of a signature of a public official or notary public.
KENTUCKY
House Bill 319 (Act No. 58) signed by the governor April 2 and effective 90 days after the legislature adjourns (projected to be April 13) exempts military service members and veterans from filing fees for business entities formed after August 1, 2018 and from annual report filing fees for four (4) years.
MARYLAND
Senate Bill 41 (Chapter 100) signed by the governor April 10 and effective July 1 provides that (1) a Maryland nonstock corporation may convert only into a foreign corporation that does not have authority to issue stock; (2) a foreign corporation that does not have authority to issue stock may convert into a Maryland nonstock corporation; and (3) a foreign corporation that does not have authority to issue stock may not convert into a Maryland corporation that has authority to issue stock.
Senate Bill 86 (Chapter 668) signed by the governor May 15 and effective July 1 allocates portion of the annual charitable registration fee and late filing fees for enforcement of charitable registration laws.
MISSISSIPPI
House Bill 1338 signed by the governor March 15 and effective July 1 makes bank merger provisions consistent with the Business Corporations Act and authorizes Mississippi chartered or domiciled banks offering open-end credit to assess finance charges and other charges at rates not more than the rates imposed by out of state banks on Mississippi customers.
NEW MEXICO
Senate Bill 225 (Chapter 35) signed by the governor March 1 and effective July 1 changes the biennial report due date for corporations to the 15th day of the fourth month after the end of the corporation’s tax year.
SOUTH DAKOTA
House Bill 1248 signed by the governor March 9 and effective July 1 amends provisions relating to filing and recording secured transactions with the Office of the Secretary of State.
TEXAS
House Bill 1217 signed by the governor June 1 and effective July 1, 2018 authorizes online notarization relating to documents involving Texas real estate, a transaction in which at least one party is a Texas resident or authorized to conduct business in Texas, an agreement or instrument securing a debt payable in Texas, a document intended to be filed in state public records, an acknowledgment or affirmation made by a person while physically located in Texas, or a document signed by a Texas resident at the time of signing as evidenced by a valid government issued identification credential including a photograph and current Texas address.
VIRGINIA
House Bill 48 (Chapter No. 268) signed by the governor March 9 and effective July 1 requires charitable organizations to include in their annual registration statements of the percentage of total expenses for administrative expenses and charitable services.
Senate Bill 71 (Chapter 475) signed by the governor March 23 and effective July 1 extends to domestic limited liability companies the rules for service of process on a domestic corporation.
House Bill 238 (Chapter 253) signed by the governor March 9 and effectively July 1 extends the date, from July 1, 2018, to January 1, 2020, after which the State Corporation Commission is required to limit the users who will be able to submit data and documents on behalf of a business entity.
Senate Bill 387 (Chapter 132) signed by the governor March 2 and effective July 1 eliminates the requirement for annual reports of corporations to list the number of shares by each class.
House Bill 1205 (Chapter 265) signed by the governor March 9 and effective July 1 authorizes the directors of a nonstock corporation to determine that any meeting of members may be held by remote communication, if the articles of incorporation or bylaws do not require the meeting to be held at a place.
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WYOMING
House Bill 126 (Act No. 24) signed by the governor March 10 and effective July 1 authorizes series LLCs and provides that a limited liability company may establish one or more designated series of members, managers, transferable interests or assets in its operating agreement.