OLR Bill Analysis

sHB 6643

AN ACT CONCERNING THE RESIGNATION OR ABSENCE OF AN AGENT FOR SERVICE OF PROCESS FOR CERTAIN BUSINESS ENTITIES.

SUMMARY:

This bill eliminates the requirement that the authority of certain out-of-state business entities to conduct business in Connecticut be automatically revoked for failing to have an agent for service of process. This applies to foreign limited partnerships, foreign limited liability companies, and foreign statutory trusts. Instead, the bill authorizes the secretary of the state to revoke the entity's authority for failing to have an agent for at least 60 days. The secretary must give the entity at least 20 days written notice, by registered or certified mail, of intent to revoke the certificate and the reasons for doing so. The certificate is revoked on the date specified in the notice unless the business entity shows that the reason for the revocation did not exist or has been cured. These revocation procedures apply under current law when an entity (1) willfully misrepresents a material matter in a application, report, affidavit, or document or (2) exceeds its authority.

The bill eliminates the requirement that (1) the copy of an agent's resignation statement that the secretary sends to the entity be sent by certified mail and (2) a notice be sent with the statement that the entity's authority to conduct business will be revoked.

The bill also eliminates the requirement that the secretary revoke a foreign statutory trust's certificate of registration to transact business for failure to file an annual report with the secretary.

EFFECTIVE DATE: October 1, 2009

COMMITTEE ACTION

Judiciary Committee

Joint Favorable Substitute