Bill Text: IA SSB3020 | 2017-2018 | 87th General Assembly | Introduced
Bill Title: A bill for an act relating to the powers and duties of the secretary of state to produce and publish forms for use by persons filing certain documents or records.
Spectrum: Committee Bill
Status: (N/A - Dead) 2018-01-16 - Subcommittee Meeting: 01/17/2018 4:00PM Crow's Nest [SSB3020 Detail]
Download: Iowa-2017-SSB3020-Introduced.html
Senate
Study
Bill
3020
-
Introduced
SENATE
FILE
_____
BY
(PROPOSED
COMMITTEE
ON
STATE
GOVERNMENT
BILL
BY
CHAIRPERSON
SMITH)
A
BILL
FOR
An
Act
relating
to
the
powers
and
duties
of
the
secretary
of
1
state
to
produce
and
publish
forms
for
use
by
persons
filing
2
certain
documents
or
records.
3
BE
IT
ENACTED
BY
THE
GENERAL
ASSEMBLY
OF
THE
STATE
OF
IOWA:
4
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DIVISION
I
1
PARTNERSHIPS
2
Section
1.
NEW
SECTION
.
486A.1201A
Forms.
3
The
secretary
of
state
may
produce
and
publish
a
form
for
any
4
document
required
to
be
filed
under
this
chapter,
including
as
5
described
in
section
486A.1201.
6
DIVISION
II
7
LIMITED
PARTNERSHIPS
8
Sec.
2.
Section
488.116,
subsection
3,
Code
2018,
is
amended
9
to
read
as
follows:
10
3.
A
registered
agency
agent
for
service
of
process
is
11
terminated
on
the
date
on
which
the
statement
of
resignation
12
was
filed
with
the
secretary
of
state.
13
Sec.
3.
Section
488.206,
subsection
1,
unnumbered
paragraph
14
1,
Code
2018,
is
amended
to
read
as
follows:
15
A
record
authorized
or
required
to
be
delivered
to
the
16
secretary
of
state
for
filing
under
this
chapter
must
be
17
captioned
to
describe
the
record’s
purpose,
contain
the
18
information
required
by
this
chapter
but
may
include
other
19
information
as
well,
and
be
in
a
medium
permitted
by
the
20
secretary
of
state.
The
document
record
must
be
typewritten
or
21
printed.
If
the
document
record
is
electronically
transmitted,
22
it
must
be
in
a
format
that
can
be
retrieved
or
reproduced
23
in
typewritten
or
printed
form.
The
document
record
must
be
24
delivered
to
the
office
of
the
secretary
of
state
for
filing.
25
Delivery
may
be
made
by
electronic
transmission
if
and
to
the
26
extent
permitted
by
the
secretary
of
state.
The
secretary
of
27
state
may
adopt
rules
for
the
electronic
filing
of
documents
28
a
record
and
the
certification
of
an
electronically
filed
29
documents
record
.
If
it
a
record
is
filed
in
typewritten
or
30
printed
form
and
not
transmitted
electronically,
the
secretary
31
of
state
may
require
an
exact
or
conformed
copy
to
be
delivered
32
with
the
document
record
.
Unless
the
secretary
of
state
33
determines
that
a
record
does
not
comply
with
the
filing
34
requirements
of
this
chapter
,
and
if
all
filing
fees
have
been
35
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paid,
the
secretary
of
state
shall
file
the
record
and
perform
1
all
of
the
following:
2
Sec.
4.
Section
488.206,
subsections
4
and
5,
Code
2018,
are
3
amended
to
read
as
follows:
4
4.
If
the
secretary
of
state
refuses
to
file
a
document
5
record
,
the
secretary
of
state
shall
return
it
to
the
6
limited
partnership
or
foreign
limited
partnership
or
its
7
representative,
together
with
a
brief,
written
explanation
of
8
the
reason
for
the
refusal.
9
5.
The
secretary
of
state’s
duty
to
file
documents
a
record
10
under
this
section
is
ministerial.
Filing
or
refusing
to
file
11
a
document
record
does
not
do
any
of
the
following:
12
a.
Affect
the
validity
or
invalidity
of
the
document
record
13
in
whole
or
part.
14
b.
Relate
to
the
correctness
or
incorrectness
of
information
15
contained
in
the
document
record
.
16
c.
Create
a
presumption
that
the
document
record
is
valid
or
17
invalid
or
that
information
contained
in
the
document
record
18
is
correct
or
incorrect.
19
Sec.
5.
NEW
SECTION
.
488.206A
Forms.
20
The
secretary
of
state
may
produce
and
publish
a
form
for
any
21
record
required
to
be
filed
under
this
chapter,
including
as
22
described
in
section
488.206.
23
Sec.
6.
Section
488.1206,
subsection
1,
unnumbered
24
paragraph
1,
Code
2018,
is
amended
to
read
as
follows:
25
The
secretary
of
state
shall
collect
the
following
fees
26
when
the
documents
records
described
in
this
subsection
are
27
delivered
to
the
secretary’s
office
of
the
secretary
of
state
28
for
filing:
29
Sec.
7.
Section
488.1206,
subsection
1,
paragraph
p,
Code
30
2018,
is
amended
to
read
as
follows:
31
p.
Any
other
document
record
required
or
32
permitted
to
be
filed
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
$
5
33
Sec.
8.
Section
488.1206,
subsection
3,
unnumbered
34
paragraph
1,
Code
2018,
is
amended
to
read
as
follows:
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The
secretary
of
state
shall
collect
the
following
fees
1
for
copying
and
certifying
the
copy
of
any
filed
document
2
record
relating
to
a
limited
partnership
or
foreign
limited
3
partnership:
4
DIVISION
III
5
LIMITED
LIABILITY
COMPANIES
6
Sec.
9.
Section
489.117,
subsection
1,
unnumbered
paragraph
7
1,
Code
2018,
is
amended
to
read
as
follows:
8
The
secretary
of
state
shall
collect
the
following
fees
when
9
documents
records
described
in
this
subsection
are
delivered
to
10
the
secretary’s
office
of
the
secretary
of
state
for
filing:
11
Sec.
10.
Section
489.117,
subsection
1,
paragraph
u,
Code
12
2018,
is
amended
to
read
as
follows:
13
u.
Any
other
document
record
required
or
14
permitted
to
be
filed
by
this
chapter
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
$
5
15
Sec.
11.
Section
489.117,
subsection
3,
unnumbered
16
paragraph
1,
Code
2018,
is
amended
to
read
as
follows:
17
The
secretary
of
state
shall
collect
the
following
fees
for
18
copying
and
certifying
the
copy
of
any
filed
document
record
19
relating
to
a
domestic
or
foreign
limited
liability
company:
20
Sec.
12.
NEW
SECTION
.
489.205A
Forms.
21
The
secretary
of
state
may
produce
and
publish
a
form
for
a
22
record
required
to
be
filed
under
this
chapter,
including
as
23
described
in
section
489.205.
24
Sec.
13.
Section
489.1008,
subsection
1,
paragraph
a,
25
subparagraph
(6),
Code
2018,
is
amended
to
read
as
follows:
26
(6)
All
documents
records
required
to
be
filed
with
the
27
secretary
of
state
in
accordance
with
the
governing
statute
of
28
the
converted
organization
to
effectuate
the
conversion.
29
DIVISION
IV
30
BUSINESS
CORPORATIONS
31
Sec.
14.
Section
490.120,
subsection
8,
Code
2018,
is
32
amended
by
striking
the
subsection.
33
Sec.
15.
NEW
SECTION
.
490.120A
Forms.
34
The
secretary
of
state
may
produce
and
publish
a
form
for
any
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document
required
to
be
filed
under
this
chapter,
including
as
1
described
in
section
490.120.
2
Sec.
16.
REPEAL.
Section
490.121,
Code
2018,
is
repealed.
3
DIVISION
V
4
CORPORATIONS
FOR
PECUNIARY
PROFIT
5
Sec.
17.
NEW
SECTION
.
491.28A
Forms.
6
The
secretary
of
state
may
produce
and
publish
a
form
for
any
7
document
required
to
be
filed
under
this
chapter,
including
as
8
described
in
section
491.20,
491.23,
or
491.28.
9
DIVISION
VI
10
PROFESSIONAL
CORPORATIONS
11
Sec.
18.
Section
496C.3,
Code
2018,
is
amended
to
read
as
12
follows:
13
496C.3
Applicability
of
Iowa
business
corporation
Act.
14
The
Iowa
business
corporation
Act,
chapter
490
,
shall
15
be
construed
as
part
of
this
chapter
and
shall
apply
to
16
professional
corporations,
including
,
but
not
limited
to
,
their
17
organization,
documents
and
reports,
forms,
fees,
authority,
18
powers,
rights,
and
the
regulation
and
conduct
of
their
19
affairs.
The
provisions
of
the
Iowa
business
corporation
Act,
20
chapter
490
,
on
foreign
corporations
shall
apply
to
foreign
21
professional
corporations.
The
provisions
of
this
chapter
22
shall
prevail
over
any
inconsistent
provisions
of
the
Iowa
23
business
corporation
Act,
chapter
490
,
or
any
other
law.
24
DIVISION
VII
25
TRADITIONAL
COOPERATIVES
26
Sec.
19.
Section
499.2,
Code
2018,
is
amended
by
adding
the
27
following
new
subsection:
28
NEW
SUBSECTION
.
5A.
“Document”
means
information
that
29
is
inscribed
on
a
tangible
medium
or
that
is
stored
in
an
30
electronic
or
other
medium
and
is
retrievable
in
perceivable
31
form.
32
Sec.
20.
NEW
SECTION
.
499.44A
Forms.
33
The
secretary
of
state
may
produce
and
publish
a
form
for
any
34
document
required
to
be
filed
under
this
chapter,
including
as
35
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described
in
section
499.44.
1
DIVISION
VIII
2
CLOSED
COOPERATIVES
3
Sec.
21.
Section
501.101,
Code
2018,
is
amended
by
adding
4
the
following
new
subsection:
5
NEW
SUBSECTION
.
5A.
“Document”
means
information
that
6
is
inscribed
on
a
tangible
medium
or
that
is
stored
in
an
7
electronic
or
other
medium
and
is
retrievable
in
perceivable
8
form.
9
Sec.
22.
NEW
SECTION
.
501.105A
Forms.
10
The
secretary
of
state
may
produce
and
publish
a
form
for
any
11
document
required
to
be
filed
under
this
chapter,
including
as
12
described
in
section
501.105.
13
DIVISION
IX
14
IOWA
COOPERATIVE
ASSOCIATIONS
15
Sec.
23.
Section
501A.102,
Code
2018,
is
amended
by
adding
16
the
following
new
subsection:
17
NEW
SUBSECTION
.
8A.
“Document”
means
information
that
18
is
inscribed
on
a
tangible
medium
or
that
is
stored
in
an
19
electronic
or
other
medium
and
is
retrievable
in
perceivable
20
form.
21
Sec.
24.
NEW
SECTION
.
501A.201A
Forms.
22
The
secretary
may
produce
and
publish
a
form
for
any
document
23
required
to
be
filed
under
this
chapter,
including
as
described
24
in
section
501A.201.
25
Sec.
25.
REPEAL.
Section
501A.206,
Code
2018,
is
repealed.
26
DIVISION
X
27
NONPROFIT
CORPORATIONS
28
Sec.
26.
Section
504.111,
subsection
8,
Code
2018,
is
29
amended
by
striking
the
subsection.
30
Sec.
27.
NEW
SECTION
.
504.111A
Forms.
31
The
secretary
of
state
may
produce
and
publish
a
form
for
any
32
document
required
to
be
filed
under
this
chapter,
including
as
33
described
in
section
504.111.
34
Sec.
28.
REPEAL.
Section
504.112,
Code
2018,
is
repealed.
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EXPLANATION
1
The
inclusion
of
this
explanation
does
not
constitute
agreement
with
2
the
explanation’s
substance
by
the
members
of
the
general
assembly.
3
BILL’S
PROVISIONS.
This
bill
amends
a
number
of
provisions
4
affecting
a
person
who
files
a
document
(which
may
also
be
5
referred
to
as
a
record)
relating
to
a
business
entity
with
6
the
secretary
of
state.
The
bill
authorizes
the
secretary
7
of
state
to
publish
a
form
for
any
such
document
required
8
or
allowed
to
be
filed.
Currently,
the
secretary
of
state
9
is
sometimes
authorized
to
prescribe
forms
for
specified
10
documents,
(for
example,
see
Code
section
490.121)
and
those
11
provisions
have
been
replaced
by
a
general
authority
to
produce
12
and
publish
forms.
The
bill
may
cause
a
state
agency
or
13
political
subdivision
to
offer
for
sale
to
the
public
a
service
14
or
product
that
competes
with
private
enterprise.
15
BACKGROUND.
The
Code
regulates
business
entities
operating
16
on
a
profit,
cooperative,
or
nonprofit
basis.
Each
type
of
17
entity
is
governed
by
its
own
Code
chapter
but
generally
18
shares
a
number
of
the
same
document
filing
requirements.
19
The
types
of
documents
that
entities
file
with
the
office
20
include
documents
providing
for
the
organization
or
formation
21
of
the
entity,
including
its
business
affairs,
the
rights
22
and
obligations
of
its
equity
holders,
and
its
management;
23
authorization
for
a
foreign
entity
to
transact
affairs
in
this
24
state;
recording
of
facts
regarding
some
extraordinary
event
in
25
the
entity’s
life
such
as
a
merger,
consolidation,
dissolution,
26
or
reinstatement;
or
amending
a
document
which
has
been
filed.
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