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REFERENCE TITLE: filing fees; business entities |
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State of Arizona Senate Fifty-second Legislature Second Regular Session 2016
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SB 1478 |
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Introduced by Senator Sherwood
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AN ACT
amending section 10-122, Arizona Revised Statutes; amending title 10, chapter 1, article 3, Arizona Revised Statutes, by adding section 10-131; amending section 29-851, Arizona Revised Statutes; appropriating monies; relating to the corporation commission.
(TEXT OF BILL BEGINS ON NEXT PAGE)
Be it enacted by the Legislature of the State of Arizona:
Section 1. Section 10-122, Arizona Revised Statutes, is amended to read:
10-122. Filing, service and copying fees; expedited report filing and access; same day and next day services; posted wait times; advance monies; definition
A. Except as provided in subsection M of this section, the commission shall collect and deposit, pursuant to sections 35‑146 and 35‑147, the following nonrefundable fees when the documents described in this subsection are delivered to the commission:
Document Fee
1. Articles of incorporation $50
2. Application for use of indistinguishable name 10
3. Application for reserved name 10
4. Notice of transfer of reserved name 10
5. Application for registered name 10
6. Application for renewal of registered name 10
7. Agent's statement of resignation 10
8. Amendment of articles of incorporation 25
9. Restatement of articles of incorporation with
amendment of articles 25
10. Statement of merger, interest exchange,
conversion, domestication or division if the
entity responsible for filing the statement
is a corporation 100
11. Articles of dissolution 25
12. Articles of revocation of dissolution 25
13. Application for reinstatement following
administrative dissolution, in addition
to other fees and penalties due 100
14. Application for authority 150
15. Application for withdrawal 25
16. Annual report 45
17. Articles of correction 25
18. Application for certificate of good standing 10
19. Any other document required or permitted
to be filed by chapters 1 through 17
of this title 25
B. The commission shall collect a nonrefundable fee of twenty‑five dollars each time process is served on it under chapters 1 through 17 of this title. The party to a proceeding causing service of process is entitled to recover this fee as costs if the party prevails in the proceeding.
C. The commission shall charge and collect a reasonable fee for copying documents on request, provided the fee does not exceed the cost of providing the service as determined by the commission. The commission shall also charge a reasonable fee for certifying the copy of a filed document, provided the fee does not exceed the cost of providing the service as determined by the commission.
D. A penalty of one hundred dollars payable in addition to other fees accrues and is payable if a foreign corporation fails to file an amendment, restated articles that include an amendment, or articles of merger within sixty days of the time of filing in the jurisdiction in which the corporation is domiciled. The penalty collected pursuant to this subsection shall be deposited, pursuant to sections 35‑146 and 35‑147, in the state general fund.
E. One‑third of the fees for the annual report of domestic and foreign corporations paid pursuant to subsection A, paragraph 16 of this section shall be deposited in the Arizona arts trust fund established by section 41‑983.01 and two-thirds of these fees shall be deposited, pursuant to sections 35‑146 and 35‑147, in the public access fund established by section 10‑122.01.
F. The commission shall provide for and establish an expedited service for the filing of all documents and services provided pursuant to this title as follows:
1. The expedited filing shall be a priority service to be completed as soon as possible after the documents are delivered to the commission.
2. In addition to any other fees required by this section or any other law, the commission shall charge a nonrefundable fee for expedited services, including those requested by fax. The fee shall be determined by a supermajority vote of the commissioners.
3. The commission may provide for and establish same day and next day services for the filing of any documents and services provided pursuant to this title as follows:
(a) The commission shall suspend same day or next day service if the commission determines that it does not have the necessary resources to perform the service within the established time period.
(b) In addition to any other fees required by this section or any other law, the commissioners may charge a nonrefundable fee for the same day or next day service or both. The fee shall be determined by a supermajority vote of the commissioners.
4. The commission shall publicly post the current wait times for processing regular, expedited and same day and next day services.
G. The commission may charge persons who access the commission's data processing system that is maintained pursuant to section 10‑122.01 from remote locations and persons requesting special computer generated printouts, reports and tapes a reasonable fee that does not exceed the cost of the time, equipment and personnel necessary to provide this service or product as determined by the commission.
H. Except as provided in section 10‑122.01, subsection B, paragraph 3, in addition to any fee charged pursuant to this section, the commission may charge and collect the following nonrefundable fees to help defray the cost of the improved data processing system that is maintained pursuant to section 10‑122.01:
1. Filing articles of incorporation of a domestic corporation, ten dollars.
2. Filing an application of a foreign corporation for authority to transact business in this state, twenty‑five dollars.
I. All monies received pursuant to subsections F, G and H of this section shall be deposited, pursuant to sections 35‑146 and 35‑147, in the public access fund established by section 10‑122.01.
J. Fees charged pursuant to this section are exempt from section 39‑121.03, subsection A, paragraph 3.
K. Any person may advance monies to the commission to pay fees required pursuant to this section for future filings and services. All monies received pursuant to this subsection shall be deposited, pursuant to sections 35‑146 and 35‑147, in the money on deposit account in the public access fund established by section 10‑122.01.
L. In addition to any other fees prescribed by law, the commission may establish a fee for the filing of an annual benefit report delivered to the commission pursuant to section 10‑2442. The fee shall be determined by a majority vote of the commissioners.
M. The fee prescribed by subsection A, paragraph 1 of this section applies only to foreign corporations.
M. N. For the purposes of this section, "supermajority" means an affirmative vote of at least four commissioners.
Sec. 2. Title 10, chapter 1, article 3, Arizona Revised Statutes, is amended by adding section 10-131, to read:
10-131. Duties; annual reporting; filing fees
The commission shall annually submit a report to the governor, the president of the senate and the speaker of the house of representatives that contains both of the following:
1. An analysis of the articles of incorporation fee prescribed by section 10-122 and the initial articles of organization fee prescribed by section 29-851 and whether each fee structure is contributing toward business formation in this state.
2. The fiscal impact to the commission of the fees described in paragraph 1 of this section.
Sec. 3. Section 29-851, Arizona Revised Statutes, is amended to read:
29-851. Filing, service and copying fees; expedited filing and services; same day and next day services; posted wait times; advance monies; definition
A. The commission shall collect and deposit, pursuant to sections 35‑146 and 35‑147, the following nonrefundable fees when the following documents are delivered to the commission:
1. The initial articles of organization for a foreign limited liability company, fifty dollars.
2. An application for registration of a foreign limited liability company, one hundred fifty dollars.
3. An amendment to the articles of organization, twenty‑five dollars.
4. Articles of termination and a certificate of termination, thirty‑five dollars.
5. A certificate for any purpose not otherwise provided for, ten dollars.
6. Statement of merger, interest exchange, conversion, domestication or division if the entity responsible for filing the statement is a limited liability company, fifty dollars.
7. Written information on any limited liability company, ten dollars.
8. A copy of any document or instrument, five dollars plus fifty cents per page.
9. An application for reservation of a name or for filing a notice of the transfer or cancellation of any name reservation, ten dollars.
10. Five dollars for a statement of change of address of one or more of the following:
(a) Known place of business.
(b) Statutory agent.
(c) Manager.
(d) Member.
11. Any service of notice, demand or process on the commission as resident agent of a limited liability company, twenty‑five dollars. This amount may be recovered as taxable costs by the party to the suit, action or proceeding causing the service to be made if the party prevails in the suit, action or proceeding.
12. Articles of correction, the fee prescribed in section 10‑122, subsection A, paragraph 17.
13. Application for reinstatement following administrative dissolution, in addition to other fees and penalties due, the fee prescribed in section 10‑122, subsection A, paragraph 13.
B. The commission shall provide for and establish an expedited service for the filing of all documents and services provided pursuant to this chapter as follows:
1. The expedited filing shall be a priority service to be completed as soon as possible after the documents are delivered to the commission.
2. In addition to any other fees required by this section or any other law, the commission shall charge a nonrefundable fee for expedited services, including those requested by fax. The fee shall be determined by a supermajority vote of the commissioners.
C. The commission may provide for and establish same day and next day services for the filing of any documents and services provided pursuant to this chapter as follows:
1. The commission shall suspend same day or next day service if the commission determines that it does not have the necessary resources to perform the service within the established time period.
2. In addition to any other fees required by this section or any other law, the commissioners may charge a nonrefundable fee for the same day or next day service or both. The fee shall be determined by a supermajority vote of the commissioners.
D. The commission shall publicly post the current wait times for processing regular, expedited and same day and next day services.
E. All monies received pursuant to subsections B and C of this section shall be deposited, pursuant to sections 35‑146 and 35‑147, in the public access fund established by section 10‑122.01.
F. Any person may advance monies to the commission to pay fees required pursuant to this section for future filings and services. All monies received pursuant to this subsection shall be deposited, pursuant to sections 35‑146 and 35‑147, in the money on deposit account in the public access fund established by section 10‑122.01.
G. For the purposes of this section, "supermajority" means an affirmative vote of at least four commissioners.
Sec. 4. Appropriation; Arizona corporation commission
The sum of $3,000,000 is appropriated from the state general fund in fiscal year 2016-2017 to the Arizona corporation commission for the purpose of processing business entity filings pursuant to titles 10 and 29, Arizona Revised Statutes.