Bill Summary – FastDemocracy

67th Legislature                                                                                                     HB 411.1
                                                    HOUSE BILL NO. 411
                                                 INTRODUCED BY A. OLSEN
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   A BILL FOR AN ACT ENTITLED: “AN ACT REVISING LAWS RELATED TO BUSINESS FILINGS WITH THE
   SECRETARY OF STATE; REQUIRING ACCEPTANCE OF PAPER FORMS AND CHECKS; REVISING
   RULEMAKING AUTHORITY; AND AMENDING SECTIONS 2-15-401, 2-15-404, 2-15-405, 30-9A-501, 30-9A-
   526, 30-13-203, 30-13-206, 30-13-207, 30-13-209, 30-13-210, 30-13-211, 30-13-213, 30-13-311, 30-13-313,
   30-13-315, 30-13-318, 35-2-114, 35-2-119, 35-2-212, 35-2-225, 35-2-226, 35-2-227, 35-2-305, 35-2-306, 35-2-
   307, 35-2-529, 35-2-611, 35-2-720, 35-2-723, 35-2-724, 35-2-822, 35-2-826, 35-2-831, 35-2-904, 35-2-1108,
   35-2-1112, 35-3-203, 35-3-207, 35-3-209, 35-4-110, 35-4-206, 35-4-209, 35-4-411, 35-5-201, 35-5-203, 35-6-
   201, 35-6-203, 35-7-106, 35-7-107, 35-7-108, 35-7-109, 35-7-110, 35-7-111, 35-7-112, 35-8-205, 35-8-912, 35-
   10-111, 35-10-113, 35-10-701, 35-10-715, 35-10-718, 35-10-719, 35-10-721, 35-10-722, 35-12-614, 35-14-
   120, 35-14-121, 35-14-124, 35-14-130, 35-14-141, 35-14-1621, 35-15-201, 35-15-204, 35-15-205, 35-15-305,
   35-15-504, 35-16-204, 35-17-202, 35-17-203, 35-17-204, 35-17-504, 35-18-201, 35-18-204, 35-18-205, 35-18-
   206, 35-18-401, 35-18-402, 35-18-404, 35-18-405, 35-18-501, AND 35-20-103, MCA.”
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   BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MONTANA:
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              Section 1. Section 2-15-401, MCA, is amended to read:
              "2-15-401.    Duties of secretary of state -- authority. (1) In addition to the duties prescribed by the
   constitution, the secretary of state shall:
              (a)   attend at every session of the legislature for the purpose of receiving bills and resolutions and to
   perform other duties as may be devolved upon the secretary of state by resolution of the two houses or either of
   them;
              (b)   keep a register of and attest the official acts of the governor, including all appointments made by
   the governor, with date of commission and names of appointees and predecessors;
              (c)   affix the great seal, with the secretary of state's attestation, to commissions, pardons, and other
   public instruments to which the official signature of the governor is required;
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67th Legislature                                                                                                           HB 411.1
              (d)   record in proper books all articles of incorporation filed in the secretary of state's office;
              (e)   take and file receipts for all books distributed by the secretary of state and direct the county clerk
   of each county to take and file receipts for all books distributed by the county clerk;
              (f)   certify to the governor the names of those persons who have received at any election the highest
   number of votes for any office, the incumbent of which is commissioned by the governor;
              (g)   furnish, on demand, to any person paying the fees, a certified copy of all or any part of any law,
   record, or other instrument filed, deposited, or recorded in the secretary of state's office;
              (h)   keep a fee book in which must be entered all fees, commissions, and compensation earned,
   collected, or charged, with the date, name of payer, paid or unpaid, and the nature of the service in each case,
   which must be verified annually by the secretary of state's affidavit entered in the fee book;
              (i)   file in the secretary of state's office descriptions of seals in use by the different state officers;
              (j)   discharge the duties of a member of the board of examiners and of the board of land
   commissioners and all other duties required by law;
              (k)   register marks as provided in Title 30, chapter 13, part 3;
              (l)   report annually to the legislative services division all watercourse name changes received pursuant
   to 85-2-134 for publication in the Laws of Montana;
              (m) keep a register of all applications for pardon or for commutation of any sentence, with a list of the
   official signatures and recommendations in favor of each application;
              (n)   establish and maintain a central filing system that complies with the requirements of a central filing
   system pursuant to 7 U.S.C. 1631 and use the information in the central filing system for the purposes of 7
   U.S.C. 1631.
              (2)   The Subject to the provisions of subsection (3), the secretary of state may:
              (a)   develop and implement a statewide electronic filing system as described in 2-15-404;
              (b)   adopt rules for the effective administration of the secretary of state's duties relating to the Montana
   Administrative Procedure Act established in Title 2, chapter 4.
              (3)   At the request of an individual, the secretary of state shall provide a paper copy of any form or
   other document otherwise furnished by the secretary of state pursuant to Titles 30 and 35, and the secretary of
   state shall provide notice to the public that paper copies are available on request."
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67th Legislature                                                                                                         HB 411.1
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              Section 2. Section 2-15-404, MCA, is amended to read:
              "2-15-404.    Electronic filing system -- requirements -- rules. (1) As authorized by 2-15-401 and
   subject to the provisions of 2-15-401(3), the secretary of state may develop and implement a statewide
   electronic filing system to accommodate the electronic filing of records and documents that are required to be
   filed in the office of the secretary of state.
              (2)   If the secretary of state develops and implements a statewide electronic filing system, the
   secretary of state shall establish a central database for all records and documents filed electronically with the
   secretary of state.
              (3)   If the secretary of state develops and implements a statewide electronic filing system, the
   secretary of state shall adopt rules that:
              (a)   provide procedures for entering data;
              (b)   provide security and protection of information in the system and monitor the database and other
   components of the system to ensure that unauthorized entry is precluded;
              (c)   require standardized information for entry into the system;
              (d)   prescribe an identification procedure for a person filing records or other documents or otherwise
   accessing the system;
              (e)   require each individual who is required to sign a document that is filed electronically to be
   specifically identified as acknowledging the document and giving assent to the electronic filing through an
   identification procedure unique to that individual;
              (f)   prescribe a procedure for certification of electronic filings by the secretary of state; and
              (g)   prescribe a procedure for converting an electronic filing to a paper copy and for certifying the
   paper copy for a person requesting a paper copy.
              (4)   The secretary of state shall cooperate with the department of administration in the development of
   any electronic filing system. The filing system must comply with the standards established pursuant to 2-17-
   512.
              (5)   This section may not be construed to affect any requirement that a particular individual or officer of
   an organization acknowledge a document. Any person using an identification procedure in place of a signature
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   or facsimile signature for any electronic filing is subject to the same civil and criminal penalties applicable to a
   person providing a signature or facsimile signature.
              (6)   An electronic filing system developed and implemented under this section may be constructed in
   phases as resources and technology allow."
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              Section 3. Section 2-15-405, MCA, is amended to read:
              "2-15-405.     Fees charged by secretary of state -- deposit to account -- rulemaking. (1) The
   secretary of state shall, for fees charged by the secretary of state, set by administrative rule each fee
   authorized by law.
              (2)   Unless otherwise specified by law, fees:
              (a)   must be commensurate with the overall costs of the office of the secretary of state; and
              (b)   must reasonably reflect the prevailing rates charged in the public and private sectors for similar
   services.
              (3)   The secretary of state shall maintain records sufficient to support the fees established pursuant to
   this section.
              (4)   Except as otherwise provided by law, fees collected by the secretary of state must be deposited to
   an account in the enterprise fund type to the credit of the secretary of state. All income and interest earned on
   money in the account must be credited to the account.
              (5)   The secretary of state shall accept payment of fees required by Titles 30 and 35 by check."
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              Section 4. Section 30-9A-501, MCA, is amended to read:
              "30-9A-501.     Filing office. (1) Except as otherwise provided in subsection (2), if the local law of this
   state governs perfection of a security interest or agricultural lien, the office in which to file a financing statement
   to perfect the security interest or agricultural lien is:
              (a)   the office designated for the filing or recording of a mortgage on the real property if:
              (i)   the collateral is as-extracted collateral or timber to be cut; or
              (ii) the financing statement is filed as a fixture filing and the collateral is goods that are or are to
   become fixtures; or
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              (b)   the office of secretary of state in all other cases, including if the collateral is goods that are or are
   to become fixtures and the financing statement is not filed as a fixture filing.
              (2)   The office in which to file a financing statement to perfect a security interest in collateral, including
   fixtures, of a transmitting utility is the office of secretary of state. The financing statement also constitutes a
   fixture filing as to the collateral indicated in the financing statement that is or is to become fixtures.
              (3)   The office in which a financial institution is required to file an effective financing statement, as
   defined in 7 U.S.C. 1631, is the office of the secretary of state.
              (4)   Documents filed with the secretary of state may be filed in paper form pursuant to 2-15-401(3)."
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              Section 5. Section 30-9A-526, MCA, is amended to read:
              "30-9A-526.     Filing-office rules. (1) The Subject to the provisions of 2-15-401(3), the secretary of
   state shall adopt and publish rules to carry out the provisions of this chapter. The filing-office rules must be:
              (a)   consistent with this chapter; and
              (b)   adopted and published in accordance with Title 2, chapter 4.
              (2)   To keep the filing-office rules and practices of the filing office in harmony with the rules and
   practices of filing offices in other jurisdictions that enact substantially this part and to keep the technology used
   by the filing office compatible with the technology used by filing offices in other jurisdictions that enact
   substantially this part, the secretary of state, so far as is consistent with the purposes, policies, and provisions
   of this chapter, in adopting, amending, and repealing filing-office rules shall:
              (a)   consult with filing offices in other jurisdictions that enact substantially this part;
              (b)   consult the most recent version of the model rules promulgated by the international association of
   corporate administrators or any successor organization; and
              (c)   take into consideration the rules and practices of and the technology used by filing offices in other
   jurisdictions that enact substantially this part."
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              Section 6. Section 30-13-203, MCA, is amended to read:
              "30-13-203.    Application for registration of assumed business name. A person transacting
   business in this state under an assumed business name shall register with the secretary of state, on forms
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   furnished by the secretary of state in accordance with 2-15-401(3), an application for registration of the
   assumed business name, including but not limited to the following information:
              (1)   the name and business mailing address of the applicant;
              (2)   the complete proposed assumed business name; and
              (3)   a description of business transacted under the proposed assumed name."
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              Section 7. Section 30-13-206, MCA, is amended to read:
              "30-13-206. Term and renewal of assumed business name registration. (1) Registration of an
   assumed business name is effective for a term of 5 years from the date of registration. Upon application for
   renewal of registration on forms furnished by the secretary of state in accordance with 2-15-401(3), the
   registration may be renewed for another 5-year term.
              (2)   Not less than 90 days before the expiration date of registration of an assumed business name, the
   secretary of state shall notify the applicant of record of the pending expiration by addressing a notice to the last-
   known address of the applicant.
              (3)   If the applicant or person in whose name an assumed business name is registered fails to file an
   application for renewal with the secretary of state within a 90-day period prior to the expiration date of the
   registration, the secretary of state shall cancel the registration."
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              Section 8. Section 30-13-207, MCA, is amended to read:
              "30-13-207.    Application for renewal of assumed business name. An application for renewal of
   registration of an assumed business name must be executed and delivered to the secretary of state, subject to
   the provisions of 2-15-401(3). The application must include but is not limited to the following information:
              (1)   the complete assumed business name;
              (2)   the name and business mailing address of the applicant; and
              (3)   a description of business transacted."
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              Section 9. Section 30-13-209, MCA, is amended to read:
              "30-13-209.    Amendment. An amendment to registration of an assumed business name must be filed
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   with the secretary of state, subject to the provisions of 2-15-401(3), within 1 year after any one of the following
   events occurs:
              (1)   there is a change in the name or identity of the person or persons transacting or having interest in
   the business for which the name is registered;
              (2)   there is a change in the description of the business transacted;
              (3)   a person having an interest in the business with a registered assumed business name withdraws
   from the business or dies; or
              (4)   the registrant wishes to change the name of a registered assumed business name."
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              Section 10. Section 30-13-210, MCA, is amended to read:
              "30-13-210. Filing amendment to registration of assumed business name -- issuance of
   certificate. (1) An application for amended registration of an assumed business name must be filed with the
   secretary of state, subject to the provisions of 2-15-401(3), and must include:
              (a)   the complete assumed business name prior to adoption of the amendment;
              (b)   the complete new assumed business name, if applicable;
              (c)   the name and address of the registrant, including street name and number of the registrant's
   business office;
              (d)   if the name of any person having an interest in the business with a registered assumed business
   name is to be changed, the new name of the person having an interest in the business with the registered
   assumed business name;
              (e)   if a person who has had an interest in a business with a registered assumed name withdraws or
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