| Chapter 014 |
| 2018 -- H 7562 Enacted 06/04/2018 |
| A N A C T |
| RELATING TO CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS -- THE RHODE ISLAND LIMITED LIABILITY COMPANY ACT |
| Introduced By: Representatives Marshall, Solomon, Edwards, O'Brien, and Casey |
| Date Introduced: February 09, 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. |
| (c) The secretary of state may not accept for filing any article of dissolution, cancellation |
| 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. |
| (c) The secretary of state may not accept for filing any article of dissolution, cancellation |
| 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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| LC004304 |
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