Statutory Updates & Filing Office News

Arkansas
Franchise taxes must be paid by May 1 or late filing penalty of $25.00 and interest will be assessed.  Minimum franchise tax is $150. More information is available at:
https://www.ark.org/sos/franchise/index.php

Colorado
The Secretary of State on January 26 invited business owners and filers to password protect their filings to prevent unauthorized changes to their records and avoid business identity theft. More information is available at:
http://www.sos.state.co.us/pubs/newsRoom/pressReleases/2012/PR20120126SecureFiling.html

The Secretary of State effective January 1, 2012 discontinued postcard notifications to business entities regarding periodic reports to maintain good standing with the Secretary of State.  Business entities can subscribe to receive email notifications from the state.  More details are available at:
http://www.sos.state.co.us/pubs/business/notification.html

Connecticut
The Secretary of State reminded more than 300,000 business entities registered in Connecticut to file annual reports online at www.sots.ct.gov and to provide the filing office with an email address to receive notifications when annual reports are due (the end of the month the entity was incorporated).  The news release can be accessed at:
http://www.sots.ct.gov/sots/lib/sots/releases/2008/12.27.11_merrill_reminds_
businesses_online_annual_report_filing_takes_effect_january_1st.pdf

Delaware
Domestic corporations formed in Delaware are required to file online an annual report and pay an annual report fee and franchise tax by March 1. Limited liability companies,  limited partnerships and general partnerships formed in Delaware do not file an annual report but must pay an annual tax by June 1.
http://corp.delaware.gov/paytaxes.shtml

District of Columbia
The Department of Consumer and Regulatory Affairs (DCRA) announced Basic Business Licenses may be obtained online for nine license categories.
http://dcra.dc.gov/DC/DCRA/About+DCRA/News+Room/
Press+Releases/Basic+Business+Online+License+Applications

The DRCA Corporations Division on January 3 began implementation of the Business Organizations Code (BOC) including statutory trusts and limited cooperative associations.
http://dcra.dc.gov/DC/DCRA/About+DCRA/News+Room/
Press+Releases/Implementation+of+New+Corporations+Law

Florida
The Department of State instituted an email notification process to send the email address of record for business entities an email notice when changes of address or Federal Employer Identification Number are made. See “Identity Theft Alert” at http://www.sunbiz.org/

Annual reports must be filed between January 1 and May 1 or all business entities except non-profit corporations incur a $400 late filing penalty which can not be waived. Step by step instructions are available at https://efile.sunbiz.org/sbs_ar_instr.html and online filings at https://efile.sunbiz.org/ubr001.html.

Georgia
The Secretary of State reminded business entities to file annual renewals by Sunday, April 1, and pay a renewal fee of $50 to avoid late filing penalty fees and administrative dissolution notices.
http://www.sos.ga.gov/pressrel/Corporations/20120112Secretary%20of%20State%20Kemp%
20Reminds%20Georgians%20to%20Renew%20their%20Corporate%20
Registrations%20Online.htm

Maine
The Maine Secretary of State’s Office is sending email reminders to business entities that Annual Report can now be filed. The filing deadline is June 1, 2012. Annual reports can be filed quickly and easily using Maine's online filing system at https://www10.informe.org/aro/index_on.html  The annual report fee is $85 for domestic business entities, $150 for foreign business entities and $35 for domestic or foreign nonprofit corporations.

Maryland
Personal Property Returns as of January 1, 2012 must be filed by business entities prior to April 16, 2012 with the State Department of Assessments and Taxation (SDAT) Personal Property Division. http://www.dat.state.md.us/sdatweb/ppbooklet_2012.pdf

Michigan
The Department of Licensing and Regulatory Affairs announced that 2012 LLC statements were mailed to entities eligible to file only a 2012 annual statement and report which are due on or before February 15. More information is available at:
http://www.michigan.gov/lara/0,4601,7-154-35299_35413-248646--,00.html

Mississippi
Limited liability companies may file 2012 LLC Annual Reports from January 23. The link to file the annual report online will be available on the Business Services webpage. http://www.sos.ms.gov/business_services.aspx

Montana
Business entity annual reports can be filed online by corporations and LLCs at: https://app.mt.gov/bear/instruct.html. The filing fee is $15.00 until April 15 and $30.00 thereafter.

Nebraska
Domestic and foreign corporations are required to file biennial occupation tax reports between March 1 and April 15.  More information is available at:
http://www.sos.ne.gov/business/corp_serv/corp_occu_tax_reports.html

New Jersey
Assembly Bill 2565/Senate Bill 88 (Chapter No. 2011-127) signed by the governor January 17, 2012 revises the statutes pertaining to the recording of title documents
and encourages the development of systems that will accept electronic documents without disrupting ongoing processes of title recordation. Bill text can be accessed
at: http://www.njleg.state.nj.us/2010/Bills/A3000/2565_R1.HTM

Ohio
House Bill 48 which passed both chambers of the legislature and awaits action by the governor would among other things amend the General Corporation Law regarding rights to indemnification and advancement of expenses and voluntary dissolutions and the LLC statute to provide that an order charging the membership interest of a LLC member is the sole and exclusive remedy that a judgment creditor may seek to satisfy a judgment against the membership interest of a member or a member’s assignee.
http://www.legislature.state.oh.us/bills.cfm?ID=129_HB_48

Oregon
The Secretary of State on January 26 announced a change to apostille certificates.
http://www.sos.state.or.us/corporation/pages/notary/authentication/authentication_new_look.html

Rhode Island
The Secretary of State reminded for-profit corporations to file annual reports between January 1 and March 1. The news release can be accessed at:
http://www.ri.gov/press/view/15474

Vermont
The Secretary of State reminded business entities with a fiscal year end of December to file annual reports between January 1 and March 15.  The news release can be accessed at:
http://www.sec.state.vt.us/secdesk/pressreleases/PR%20-%20Corps%20Annual%20Reports_01%2003%202012.pdf

Washington
Limited partnerships registered in Washington must file an annual report by February 29 to avoid administrative dissolution. More information is available on page 4 of the Secretary of State newsletter available at:
http://www.sos.wa.gov/_assets/corps/_news/Dish-from-the-Dolliver-Jan2012.pdf

West Virginia
The Secretary of State posted a release reminding business entity owners to file an annual report by June 30 and included a tutorial video for online filings:
http://www.sos.wv.gov/news/topics/business-licensing-charities/Pages/BusinessesBeginFilingAnnualReports.aspx

International

US Overseas Possessions
Commonwealth of Puerto Rico
The Department of State announced a grace period from January 27 to June 26, 2012 for corporations to file outstanding Corporate Annual Reports at a significantly reduced rate compared to standard late filing penalties. More information is available at: http://www.estado.gobierno.pr/

Annual reports must be filed online by domestic and foreign corporations and the filing fee paid by credit card prior to April 17.  A 60-day extension of the filing deadline to June 15 may be requested by paying the annual report filing fee prior to April 17.  An additional extension from June 15 to July 16 can be requested between April 18 and June 15 if the annual report filing fee was prepaid.

Annual report fees for profit corporations increased from $100.00 to $150.00 and the late filing penalty increased from $500.00 to $750.00.  For non-profit corporations, the annual report fee increased to $5.00 and the late filing penalty to $75.00.  For LLCs, the annual fee increased to $150.00 and the penalty for failure to timely pay the LLC annual fee increases to $500.00 plus 1.5% interest per month.  Formation filing fees increase to $150.00 for profit corporations; $5.00 for nonprofit corporations; and $250.00 for LLCs.  Amendments filing fees increase to $20.00 for profit corporations, $4.00 for nonprofit corporations, and $60.00 for change of registered agent.  Certificates of existence fees will be $10.00 for profit corporations and $2.00 for nonprofit corporations, and a certificate of no record will be $15.00.  Good standing fees will be $15.00 for profit corporations and no charge for nonprofit corporations.

Commonwealth of Northern Mariana Islands
Corporations must file an annual report by March 1 with the Registrar of Corporations:
http://commerce.gov.mp/wp-content/uploads/2011/08/Annual-Corporation-Report-Form.pdf

LLCs also must file an annual report by March 1 http://commerce.gov.mp/wp-content/uploads/2011/08/Limited-Liability-Company-Annual-Report-Form.pdf

United Kingdom
New regulations for annual returns require a 5-digit SIC (standard industry classification) code and companies whose shares are not traded on a relevant market must list shareholders on the first annual return after incorporation and then on every third annual return. http://www.companieshouse.gov.uk/about/sic2007.shtml