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SENATE BILL No. 553

Citations Affected: IC 23-1; IC 23-4; IC 23-16; IC 23-17; IC 23-18.

Synopsis: Secretary of state fees. Decreases certain filing fees charged by the secretary of state, if a document is filed electronically.

Effective: Upon passage.

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Drozda
(HOUSE SPONSORS _ SMITH V, HINKLE)

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    January 23, 2007, read first time and referred to Committee on Commerce, Public Policy & Interstate Cooperation.
    February 22, 2007, amended, reported favorably _ Do Pass.
    February 26, 2007, read second time, ordered engrossed. Engrossed.
    February 27, 2007, read third time, passed. Yeas 48, nays 0.

    March 6, 2007, read first time and referred to Committee on Technology, Research and Development.
    March 20, 2007, reported _ Do Pass.

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PRINTING CODE. Amendments: Whenever an existing statute (or a section of the Indiana Constitution) is being amended, the text of the existing provision will appear in this style type, additions will appear in this style type, and deletions will appear in this style type.
Additions: Whenever a new statutory provision is being enacted (or a new constitutional provision adopted), the text of the new provision will appear in this style type. Also, the word NEW will appear in that style type in the introductory clause of each SECTION that adds a new provision to the Indiana Code or the Indiana Constitution.
Conflict reconciliation: Text in a statute in this style type or this style type reconciles conflicts between statutes enacted by the 2006 Regular Session of the General Assembly.

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    A BILL FOR AN ACT to amend the Indiana Code concerning state offices and administration.

SOURCE: IC 23-1-18-3; (07)ES0553.1.1. -->     SECTION 1. IC 23-1-18-3 IS AMENDED TO READ AS FOLLOWS [EFFECTIVE UPON PASSAGE]: Sec. 3. (a) Except as provided in subsection (e), the secretary of state shall collect the following fees when the documents described in this subsection are delivered to the secretary of state for filing:
    Document    Fee
    (1)    Articles of incorporation    $90
    (2)    Application for use of
        indistinguishable name    $20
    (3)    Application for reserved name    $20
    (4)    Application for renewal of reservation    $20
    (5)    Notice of transfer of reserved name    $20
    (6)    Application for registered
        name    $30
    (7)    Application for renewal of
        registered name    $30
    (8)    Corporation's statement of change

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        of registered agent or registered
        office or both    No Fee
    (9)    Agent's statement of change of
        registered office for each
        affected corporation    No Fee
    (10)    Agent's statement of
        resignation    No Fee
    (11)    Amendment of articles of
        incorporation    $30
    (12)    Restatement of articles of
        incorporation    $30
        With amendment of articles    $30
    (13)    Articles of merger or share
        exchange    $90
    (14)    Articles of dissolution    $30
    (15)    Articles of revocation of
        dissolution    $30
    (16)    Certificate of administrative
        dissolution    No Fee
    (17)    Application for reinstatement
        following administrative
        dissolution    $30
    (18)    Certificate of reinstatement    No Fee
    (19)    Certificate of judicial dissolution    No Fee
    (20)    Application for certificate of
        authority    $90
    (21)    Application for amended certificate
        of authority    $30
    (22)    Application for certificate of
        withdrawal    $30
    (23)    Certificate of revocation of
        authority to transact business    No Fee
    (24)    Biennial report filed in writing,
        including by facsimile    $30
    (25)    Biennial report filed by
        electronic medium    $20
    (26)    Articles of correction    $30
    (27)    Application for certificate of
        existence or authorization    $15
    (28)    Any other document required or
        permitted to be filed by this
        article, including an application

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        for any other certificates or
        certification certificate (except
        for any such other certificates
        that the secretary of state may
        determine to issue without
        additional fee in connection with
        particular filings) and a request
        for other facts of record under
        section 9(b)(6) of this chapter    $30
    (b) The fee set forth in subsection (a)(24) for filing a biennial report is:
        (1) fifteen dollars ($15) per year, for a filing in writing, including facsimile; and
        (2) ten dollars ($10) per year, for a filing by electronic medium;
to be paid biennially.
    (c) The secretary of state shall collect a fee of ten dollars ($10) each time process is served on the secretary of state under this article. If the party to a proceeding causing service of process prevails in the proceeding, then that party is entitled to recover this fee as costs from the nonprevailing party.
    (d) The secretary of state shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign corporation:
        (1) Per page for copying
        (2) For a certification stamp
     (e) If document described in subsection (a)(1) or (a)(20) is filed by electronic means as prescribed by the secretary of state, the secretary of state shall collect a filing fee of seventy-five dollars ($75).

SOURCE: IC 23-4-1-45; (07)ES0553.1.2. -->     SECTION 2. IC 23-4-1-45 IS AMENDED TO READ AS FOLLOWS [EFFECTIVE UPON PASSAGE]: Sec. 45. (a) To qualify as a limited liability partnership, a partnership under this chapter must do the following:
        (1) File a registration with the secretary of state in a form determined by the secretary of state that satisfies the following:
            (A) Is signed by one (1) or more partners authorized to sign the registration. A signature on a document under this clause that is transmitted and filed electronically is sufficient if the person transmitting and filing the document:
                (i) has the intent to file the document as evidenced by a symbol executed or adopted by a party with present intention to authenticate the filing; and

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                (ii) enters the filing party's name on the electronic form in a signature box or other place indicated by the secretary of state.
            (B) States the name of the limited liability partnership, which must:
                (i) contain the words "Limited Liability Partnership" or the abbreviation "L.L.P." or "LLP" as the last words or letters of the name; and
                (ii) be distinguishable upon the records of the secretary of state from the name of a limited liability partnership or other business entity registered to transact business in Indiana.
            (C) States the address of the partnership's principal office.
            (D) States the name of the partnership's registered agent and the address of the partnership's registered office for service of process as required to be maintained by section 50 of this chapter.
            (E) Contains a brief statement of the business in which the partnership engages.
            (F) States any other matters that the partnership determines to include.
            (G) States that the filing of the registration is evidence of the partnership's intention to act as a limited liability partnership.
        (2) Except as provided in subdivision (3), file a ninety dollar ($90) registration fee with the registration.
        (3) If the registration required under subdivision (1) is filed electronically, file a filing fee of seventy-five dollars ($75).
    (b) The secretary of state shall grant limited liability partnership status to any partnership that submits a completed registration with the required fee.
    (c) Registration is effective and a partnership becomes a limited liability partnership on the date a registration is filed with the secretary of state or at any later date or time specified in the registration. The registration remains effective until it is voluntarily withdrawn by filing with the secretary of state a written withdrawal notice under section 45.2 of this chapter.
    (d) The status of a partnership as a limited liability partnership and the liability of a partner of a limited liability partnership is not adversely affected by errors or subsequent changes in the information stated in a registration under subsection (a).
    (e) A registration on file with the secretary of state is notice that the partnership is a limited liability partnership and is notice of all other facts set forth in the registration.

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SOURCE: IC 23-4-1-49; (07)ES0553.1.3. -->     SECTION 3. IC 23-4-1-49 IS AMENDED TO READ AS FOLLOWS [EFFECTIVE UPON PASSAGE]: Sec. 49. (a) Before transacting business in this state, a foreign limited liability partnership shall do the following:
        (1) Comply with any statutory or administrative registration or filing requirements governing the specific type of business in which the partnership is engaged.
        (2) File a registration with the secretary of state in a form determined by the secretary of state that satisfies the following:
            (A) Is signed at least by one (1) partner authorized to sign the registration. A signature of an authorized partner on a document under this clause that is transmitted and filed electronically is sufficient if the authorized partner transmitting and filing the document:
                (i) has the intent to file the document as evidenced by a symbol executed or adopted by a party with present intention to authenticate the filing; and
                (ii) enters the filing party's name on the electronic form in a signature box or other place indicated by the secretary of state.
            (B) States the name of the limited liability partnership which must contain the words "Limited Liability Partnership" or the abbreviation "L.L.P." or "LLP" or other similar words or abbreviations as may be required or authorized by the laws of the jurisdiction where the partnership is registered as the last words or letters of the name.
            (C) States the jurisdiction in which the partnership is registered as a limited liability partnership.
            (D) States the address of the partnership's principal office.
            (E) States the name of the partnership's registered agent and the address of the partnership's registered office for service of process as required to be maintained by section 50 of this chapter.
            (F) Contains a brief statement of the business in which the partnership engages.
            (G) States any other matters that the partnership determines to include.
            (H) States that the filing of the registration is evidence of the partnership's intention to act as a limited liability partnership.
        (3) Except as provided in subdivision (4), file a ninety dollar ($90) registration fee with the registration.
        (4) If the registration required under subdivision (2) is filed

electronically, file a filing fee of seventy-five dollars ($75).
    (b) The secretary of state shall permit a foreign limited liability partnership that:
        (1) submits a completed registration;
        (2) submits the fees required ninety dollars ($90) under subsection (a); and
        (3) otherwise complies with this chapter;
to transact business in the state. A registration remains effective until the registration is voluntarily withdrawn under section 45.2 of this chapter.
    (c) The internal affairs of foreign limited liability partnerships, including the liability of partners for debts, obligations, and liabilities of or chargeable to the partnership or a partner or partners, are subject to and governed by the laws of the jurisdiction in which the foreign limited liability partnership is registered.

SOURCE: IC 23-16-12-4; (07)ES0553.1.4. -->     SECTION 4. IC 23-16-12-4 IS AMENDED TO READ AS FOLLOWS [EFFECTIVE UPON PASSAGE]: Sec. 4. (a) Except as provided in subsection (d), the secretary of state shall collect the following fees when the documents described in this section are delivered by a domestic or foreign limited partnership or a foreign limited liability company to the secretary of state for filing:
    Document    Fee
    (1) Application for reservation of name    $20
    (2) Application for use of indistinguishable name    $20
    (3) Application for renewal of reservation    $20
    (4) Notice of transfer of reserved name    $20
    (5) Application of registered name    $30
    (6) Application for renewal of registered name    $30
    (7) Certificate of change of registered agent's
    business address    No fee
    (8) Certificate of resignation of agent    No fee
    (9) Certificate of limited partnership    $90
    (10) Certificate of amendment    $30
    (11) Certificate of cancellation    $90
    (12) Restated certificate of limited partnership
    or registration    $30
    (13) Restated certificate of limited partnership
    or registration with amendments    $30
    (14) Application for registration    $90
    (15) Certificate of change of application    $30
    (16) Certificate of cancellation of
    registration    $30

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    (17) Certificate of change of registered agent     No fee
    (18) Application for certificate of existence or
    authorization    $15
    (19) Any other document required or permitted to be
    filed under this article, including an application
    for any other certificates or certification
    certificate (except for any such other certificates
    that the secretary of state may determine to issue
    without additional fee in connection with particular
    filings)    $30
    (b) The secretary of state shall collect a fee of ten dollars ($10) each time process is served on the secretary of state under this article. If the party to a proceeding causing service of process prevails in the proceeding, then that party is entitled to recover this fee as costs from the nonprevailing party.
    (c) The secretary of state shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign limited partnership:
        (1) Per page for copying
        (2) For a certification stamp
     (d) If the document described in subsection (a)(9) or (a)(14) is filed by electronic means as prescribed by the secretary of state, the secretary of state shall collect a filing fee of seventy-five dollars ($75).

SOURCE: IC 23-17-29-3; (07)ES0553.1.5. -->     SECTION 5. IC 23-17-29-3 IS AMENDED TO READ AS FOLLOWS [EFFECTIVE UPON PASSAGE]: Sec. 3. (a) Except as provided in subsection (d), the secretary of state shall collect the following fees when the following documents are delivered for filing:
    DOCUMENT    FEE
        (1)    Articles of Incorporation    $30
        (2)    Application for use of
                indistinguishable name    $20
        (3)    Application for reserved name    $20
        (4)    Notice of transfer of reserved name    $20
        (5)    Application for renewal of reservation    $20
        (6)    Application for registered name    $30
        (7)    Application for renewal of
                registered name    $30
        (8)    Corporation's statement of change
                of registered agent or registered
                office or both    no fee
        (9)    Agent's statement of change of

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                registered office for each
                affected corporation    no fee
        (10)    Agent's statement of resignation    no fee
        (11)    Amendment of articles of
                incorporation    $30
        (12)    Restatement of articles of
                incorporation with amendments    $30
        (13)    Articles of merger    $30
        (14)    Articles of dissolution    $30
        (15)    Articles of revocation of
                dissolution    $30
        (16)    Certificate of administrative
                dissolution    no fee
        (17)    Application for reinstatement
                following administrative
                dissolution    $30
        (18)    Certificate of reinstatement    no fee
        (19)    Certificate of judicial dissolution    no fee
        (20)    Application for certificate of
                authority    $30
        (21)    Application for amended certificate
                of authority    $30
        (22)    Application for certificate of
                withdrawal    $30
        (23)    Certificate of revocation of
                authority to transact business    no fee
        (24)    Annual report filed in writing,
                including a facsimile    $10
        (25)    Annual report filed by electronic medium    $ 5
        (26)    Certificate of existence    $15
        (27)    Any other document required or
                permitted to be filed by this
                article    $30
    (b) The secretary of state shall collect a fee of ten dollars ($10) upon being served with process under this article. The party to a proceeding causing service of process may recover the fee paid the secretary of state as costs if the party prevails in the proceeding.
    (c) The secretary of state shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign corporation:
        (1) One dollar ($1) a page for copying.
        (2) Fifteen dollars ($15) for the certification stamp.

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     (d) If the document described in subsection (a)(1) or (a)(20) is filed by electronic means as prescribed by the secretary of state, the secretary of state shall collect a filing fee of twenty dollars ($20).

SOURCE: IC 23-18-12-3; (07)ES0553.1.6. -->     SECTION 6. IC 23-18-12-3 IS AMENDED TO READ AS FOLLOWS [EFFECTIVE UPON PASSAGE]: Sec. 3. (a) Except as provided in subsection (e), the secretary of state shall collect the following fees when the documents described in this section are delivered for filing:
    Document
        (1) Articles of organization
        (2) Application for use of
        indistinguishable name
        (3) Application for reservation of name
        (4) Application for renewal of
        reservation
        (5) Notice of transfer or cancellation
        of reservation
        (6) Application of registered name
        (7) Application for renewal of registered name
        (8) Certificate of change of registered
        agent's business address
        (9) Certificate of resignation of
        agent
        (10) Articles of amendment
        (11) Restatement of articles of
        organization
        (12) Articles of dissolution
        (13) Application for certificate of
        authority
        (14) Application for amended
        certificate of authority
        (15) Application for certificate of
        withdrawal
        (16) Application for reinstatement
        following administrative dissolution
        (17) Articles of correction
        (18) Certificate of change of
        registered agent
        (19) Application for certificate of
        existence or authorization
        (20) Biennial report filed in writing,

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        including by facsimile
        (21) Biennial report filed by electronic medium
        (22) Articles of merger involving a
        domestic limited liability company
        (23) Any other document required or
        permitted to be filed under this article
    (b) The fee set forth in subsection (a)(20) for filing a biennial report is fifteen dollars ($15) per year, to be paid biennially.
    (c) The secretary of state shall collect a fee of $10 each time process is served on the secretary of state under this article. If the party to a proceeding causing service of process prevails in the proceeding, that party is entitled to recover this fee as costs from the nonprevailing party.
    (d) The secretary of state shall collect the following fees for copying and certifying the copy of any filed documents relating to a domestic or foreign limited liability company:
        (1) One dollar ($1) per page for copying.
        (2) Fifteen dollars ($15) for certification stamp.
     (e) If the document described in subsection (a)(1) or (a)(13) is filed by electronic means as prescribed by the secretary of state, the secretary of state shall collect a filing fee of seventy-five dollars ($75).

SOURCE: ; (07)ES0553.1.7. -->     SECTION 7. An emergency is declared for this act.