Legislative Updates

National Registered Agents, Inc. works with CT Corporation's team of legal experts to constantly monitor the corporate compliance landscape. You will find alerts on significant law developments arranged by state below.  

2018 Business Statute Updates

European Union

Effective Date: May 25, 2018
Entities Affected: GDPR
Regulation (EU) 2016/679 (General Data Protection Regulation), effective May 25, 2018, enacts new data protection requirements for any company doing business in the European Union, even if not based or physically located in the European Union.
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California

Effective Date: January 1, 2020
Entities Affected: Various
Assembly Bill 375, effective January 1, 2020, enacts the California Consumer Privacy Act of 2018, which, among other things, requires businesses that collect or sell the personal information of California residents to disclose, upon request, the information collected or sold and how it will be used and to whom it was sold or disclosed, and, upon request, to delete the personal information that was collected.
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Delaware

Effective Date: October 1, 2018
Entities Affected: Various
House Bill 310, effective October 1, 2018, enacts a new Chapter to Title 6 authorizing but not requiring business entities to obtain Certifications of Adoption of Sustainability and Transparency Standards from the Secretary State.
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Florida

Effective Date: July 1, 2018
Entities Affected: Various
House Bill 661, effective July 1, 2018, requires the Florida Department of State to send notice of filings to foreign and domestic business entities and waives filing fees for any statement or article of correction filed within 15 days after such notice is sent if the initial filing contained any false, misleading, or fraudulent information.
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Effective Date: July 1, 2018
Entities Affected: Benefit Corporations
House Bill 1285, effective July 1, 2018, among other things authorizes state banks and trust companies regulated by the Florida Office of Financial Regulation to form as social purpose or benefit corporations, and allows social purpose or benefit corporations to omit certain information that would otherwise be required in their annual reports if they are required to keep the information confidential under state or federal law.
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Idaho

Effective Date: July 1, 2018
Entities Affected: NonProfit Corporations
House Bill 379, effective July 1, 2018, amends the nonprofit corporation law to provide that only one incorporator of a nonprofit corporation need sign the articles of incorporation when filing with the Secretary of State.
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Illinois

Effective Date: July 1, 2018
Entities Affected: Various
House Bill 3514, effective July 1, 2018, amends the definition of expedited service in the corporation, LLC, and LP acts to provide that a request submitted by electronic means will not be considered a request for expedited services solely because it was submitted by electronic means.
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Indiana

Effective Date: January 16, 2018
Entities Affected: Corporations
Senate Bill 180, signed by the governor March 13 but effective retroactively to January 1, 2018, amends provisions of the Uniform Business Organizations Code and Uniform Business Organizations Transactions Act regarding definitions, corrections, biennial reports, names, registered agents, foreign registration, revocation, reinstatement, mergers, conversions and domestications.
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Effective Date: July 1, 2018
Entities Affected: Various
Senate Enrolled Act 125, effective July 1, 2018, amends the Indiana Code regarding the responsibilities and requirements for certain underground utility excavators and underground facility operators, to require the filing, with the Secretary of State, of a statement of compliance with Indiana’s "Call Before You Dig" law (Sec. 8-1-26 of the Indiana Code).  The Indiana Secretary of State, in collaboration with the Indiana Utility Regulatory Commission, has created an outreach document detailing this new requirement.
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Iowa

Effective Date: April 2, 2018
Entities Affected: LLCs
House Bill 2300, effective April 2, 2018, amends the Professional LLC law to include mental health counseling and social work among the professions which may be practiced by a PLLC and the Professional Corporation law to include marital and family therapy or mental health counseling and social work among the professions which may be practiced by a PC.
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Kentucky

Effective Date: July 1, 2018
Entities Affected: Various
House Bill 319, effective July 1, 2018, deals with the issuance of licenses, permits and certificates for businesses owned by U.S. veterans, exempts veteran-owned businesses initiated in Kentucky after August 1, 2018 from paying certain filing fees, and waives the annual report filing fees for those businesses for the first four years after their initial registration.
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Effective Date: July 1, 2018
Entities Affected: NonProfits
House Bill 443, effective July 1, 2018, makes changes to statutory provisions concerning governance of nonprofits.
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Maryland

Effective Date: July 1, 2018
Entities Affected: NonProfits
Senate Bill 41, effective July 1, 2018, revises the nonprofit statutes to allow for conversions between domestic and foreign nonprofits.
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Nebraska

Effective Date: July 19, 2018
Entities Affected: NonProfit Corporations
Legislative Bill 749, effective July 19, 2018, provides that nonprofit corporations will not be assessed the $5 per page recording fee for the filing of a Biennial Report.
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New Hampshire

Effective Date: August 7, 2018
Entities Affected: LLCs
Senate Bill 425, effective August 7, 2018, amends the LLC law regarding member dissociation and mergers.
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New Jersey

Effective Date: January 16, 2018
Entities Affected: Corporations
Assembly Bill 2161, effective January 16, 2018, amends the Business Corporation Act regarding submission of mergers for shareholder vote and authorizing amendment of plans of merger.
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Effective Date: January 16, 2018
Entities Affected: Corporations
Assembly Bill 2162, effective January 16, 2018, amends the Business Corporation Act regarding contents of bylaws with authorization for the inclusion of forum-selection clauses for certain types of actions.
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Effective Date: January 16, 2018
Entities Affected: Corporations
Assembly Bill 2970, effective January 16, 2018, amends the Business Corporation Act regarding derivative proceedings and shareholder class actions.
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Effective Date: January 16, 2018
Entities Affected: Corporations
Assembly Bill 2971, effective January 16, 2018, amends the Business Corporation Act by authorizing director consent to actions without a meeting by electronic transmission.
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Effective Date: January 16, 2018
Entities Affected: Corporations
Assembly Bill 2975, effective January 16, 2018, amends the Business Corporation regarding shareholder inspection of records.
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Effective Date: January 16, 2018
Entities Affected: Corporations
Senate Bill 2239, effective January 16, 2018, amends the Business Corporation regarding proxy solicitation materials.
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New Mexico

Effective Date: July 1, 2018
Entities Affected: Corporations
Senate Bill 225, effective July 1, 2018, provides that the due date for the Biennial Report for corporations will be due on or before the 15th day of the fourth month following the close of the corporation's taxable year. (The pre-amendment due date for Biennial Reports is on or before the 15th day of the third month following the close of the corporation's taxable year).
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New York

Effective Date: April 18, 2018
Entities Affected: Not-for-Profit Corporations
Senate Bill 7303, effective April 18, 2018, amends the effective date of Senate Bill 1853, Laws of 2017 to January 1, 2019, related to a Not-for-Profit Corporation Law amendment requiring the listing of certain not-for-profit corporations on the Department of State's website.
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Effective Date: March 31, 2018
Entities Affected: Various
Assembly Bill 9508, effective March 31, 2018, amends the Executive Law by extending authorization for the Department of State to provide multiple levels of expedited service.
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Effective Date: March 13, 2018
Entities Affected: Not-for-Profit Corporations
Senate Bill 1853, effective March 13, 2018, amends the Not-for-Profit Corporation Law regarding publication of nonprofit corporations soliciting for the armed services of the United States or a foreign country.
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Tennessee

Effective Date: April 18, 2018
Entities Affected: LLCs
House Bill 2524/Senate Bill 2435, effective April 18, 2018, amends the LLC law regarding the powers of a series of an LLC.
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Effective Date: March 16, 2018
Entities Affected: Limited Partnerships
Senate Bill 1942/House Bill 1916, effective March 16, 2018, amend the Tennessee Uniform Limited Partnership Act regarding foreign LP name registration, registered agents, winding up, transfers, cancellation of registration and LLP registration.
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Texas

Effective Date: June 1, 2018
Entities Affected: Various
House Bill 2856 (Laws of 2017), effective June 1, 2018, amends provisions of the Business Organizations Code relating to the names of domestic and foreign filing entities.
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Effective Date: May 1–June 28, 2018
Entities Affected: Various
The Texas Comptroller of Public Accounts has opened a Tax Amnesty period between May 1, 2018 and June 28, 2018. Eligible taxpayers are those who did not file for periods prior to January 1, 2018, or underreported taxes or fees due for any reason. This Amnesty program does not apply to taxpayers with filing periods that are currently under audit or identified for audit.
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Utah

Effective Date: May 8, 2018
Entities Affected: Benefit LLCs
House Bill 186, effective May 8, 2018, enacts the Benefit Limited Liability Company Act, providing for the formation of benefit LLCs, which have a purpose of creating general public benefit.
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Effective Date: May 8, 2018
Entities Affected: Various
Senate Bill 39, effective May 8, 2018, changes the name of a certificate of good standing to a certificate of existence.
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Vermont

Effective Date: July 1, 2018
Entities Affected: LLCs
Senate Bill 269, effective July 1, 2018, amends the LLC law by authorizing “blockchain-based LLCs” authorized to use blockchain technology for their governance.
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Virginia

Effective Date: July 1, 2018
Entities Affected: Various
House Bill 170, effective July 1, 2018, changes the effective date of Virginia's new assumed name statute from May 1, 2019 to January 1, 2020.
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Effective Date: July 1, 2018
Entities Affected: NonProfits
House Bill 1205, effective July 1, 2018, allows the board of directors of a nonprofit to authorize remotely held member meetings unless the articles of incorporation or bylaws require the meeting to be held at a place.
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Effective Date: July 1, 2018
Entities Affected: Various
Senate Bill 71, effective July 1, 2018, extends the service of process rules for domestic corporations to domestic LLCs.
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Effective Date: July 1, 2018
Entities Affected: Stock Corporations
Senate Bill 387, effective July 1, 2018, eliminates the requirement that stock corporations itemize their stock by class on their annual reports.
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Effective Date: July 1, 2018
Entities Affected: Corporations
Senate Bill 974, effective July 1, 2018, amends the provision of the corporation law regarding authorization of shareholders of a corporation to act without a meeting by less than unanimous written consent.
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Washington

Effective Date: June 7, 2018
Entities Affected: Corporations
Senate Bill 6040, effective June 7, 2018, amends the Business Corporation Act by authorizing virtual shareholder meetings and remote shareholder participation at meetings.
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West Virginia

Effective Date: May 23, 2018
Entities Affected: Various
Senate Bill 71, effective May 23, 2018, amends the Fees, Allowances & Costs; Newspapers; Legal Advertisements title relating to the annual report requirement for veteran-owned businesses.
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Wisconsin

Effective Date: June 1, 2018
Entities Affected: Corporations
Assembly Bill 897, effective June 1, 2018, amends provisions of the corporation law relating to the fees for the certificate of authority, withdrawal, and annual report of a foreign corporation that qualifies as a qualified new business venture that is certified under Sec. 238.15 (1).
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Effective Date: February 26, 2018
Entities Affected: Benefit Corporations
Senate Bill 298, effective February 26, 2018, creates a new category of business corporation identified as a benefit corporation. A benefit corporation shall have a purpose of creating general public benefit. A general public benefit is a material positive impact on society and the environment through activities that promote some combination of specific public benefits.
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Wyoming

Effective Date: March 10, 2018
Entities Affected: Corporations
House Bill 101, effective March 10, 2018, amends the Business Corporations Act to authorize corporations to use electronic networks or databases for the creation or maintenance of corporate records.
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Effective Date: July 1, 2018
Entities Affected: LLCs
House Bill 126, effective July 1, 2018, authorizes Series Limited Liability Companies.
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