The bill seeks to repeal section 347.179 of the Revised Statutes of Missouri and introduces nine new sections (
347.179,
347.200,
347.202,
347.204,
347.206,
347.208,
347.210,
347.212, and 347.214) that govern the domestication of limited liability companies (LLCs). A key feature of the bill is the establishment of a new fee of one hundred dollars for applications related to the filing of a statement of domestication and the issuance of a certificate of registration to conduct business in Missouri. The bill also outlines definitions and procedural requirements for the domestication process, including the necessity for approval from the entity's governors and interest holders.
Additionally, the bill details the conditions under which a domestic entity can transition to a foreign entity and vice versa, emphasizing compliance with relevant laws. It specifies the components of a domestication plan, the approval process, and the ability to amend or abandon such plans. The bill ensures that the domesticated entity retains all property and liabilities of the domesticating entity without requiring the winding up of affairs or dissolution. Once domestication is effective, the entity will be governed by its own organic law while maintaining its identity. The secretary of state is also empowered to adopt rules and regulations to facilitate the implementation of these provisions.
Statutes affected: Introduced (4624H.01):
347.179,
347.200,
347.202,
347.204,
347.206,
347.208,
347.210,
347.212,
347.214