Montana Administrative Register Notice 44-2-189 No. 12   06/20/2013    
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In the matter of the amendment of ARM 44.5.115 pertaining to filing fees for Limited Liability Companies






TO: All Concerned Persons


1. On July 10, 2013, at 10 a.m., the Secretary of State will hold a public hearing in the Secretary of State's Conference Room, Room 260, State Capitol Building, Helena, Montana, to consider the proposed amendment of the above-stated rule.


2. The Secretary of State will make reasonable accommodations for persons with disabilities who wish to participate in this rulemaking process or need an alternative accessible format of this notice. If you require an accommodation, contact the Secretary of State no later than 5:00 p.m. on June 28, 2013, to advise us of the nature of the accommodation that you need. Please contact Jorge Quintana, Secretary of State's Office, P.O. Box 202801, Helena, MT 59620-2801; telephone (406) 461-5173; fax (406) 444-4249; TDD/Montana Relay Service (406) 444-9068; or e-mail jquintana@mt.gov.


3. The rule as proposed to be amended provides as follows, new matter underlined, deleted matter interlined:



(1)  Domestic filings:

(a)  articles of organization                                                                         $ 70.00

plus $50.00 for each series member named in the series LLC

(b)  articles of correction                                                                                15.00

(c)  articles of amendment                                                                             15.00

plus $50.00 for each series member named in the series LLC

(d)  restated articles                                                                                        15.00

(e)  articles of merger                                                                                      20.00

(f)  application for reviver                                                                                15.00

(g)  articles of termination                                                                               15.00

(h)  reinstatement of involuntarily dissolved limited liability company        35.00

plus an additional fee of $30.00 per year for each year of delinquent

annual reports

(2)  Foreign filings:

(a)  certificate of authority                                                                              70.00

plus $50.00 for each series member named in the series LLC

(b)  amended certificate of authority                                                            15.00

plus $50.00 for each series member named in the series LLC

(c)  withdrawal                                                                                                 15.00

(d)  registration of name (per year)                                                               10.00

(e)  renewal of name registration (per year)                                                10.00

(3)  Both domestic and foreign filings:

(a)  name reservation                                                                                     10.00

(b)  transfer/cancellation of name reservation                                        no charge

(c)  statement of change of:

(i)  registered office, no charge

(ii)  registered agent, no charge

(d)  annual report filed prior to April 15th                                                      15.00

(e)  annual report filed after April 15th                                                           30.00

(f)  any other statement or report                                                                   15.00

(g)  certificate of existence (domestic)                                                           5.00

(h)  certificate of authority (foreign)                                                                 5.00


AUTH: 2-15-405, 35-1-1307, 35-8-211, MCA

IMP: 35-8-207, 35-8-208, 35-8-211, 35-8-212, MCA


REASON: The amendments establishing a fee for the filing of documents relating to a Series Limited Liability Company are reasonably necessary due to the passage of House Bill 362 by the 2013 Legislature which authorized the creation of a series of members within a Limited Liability Company. Per 2-15-405, MCA, the fees are commensurate with the overall costs of the office of the Secretary of State and reasonably reflect the prevailing rates charged in the public and private sectors for similar services. The authority and implementation statutes were reviewed and updated.


            4. Concerned persons may submit their data, views, or arguments either orally or in writing at the hearing. Written data, views, or arguments may also be submitted to: Jorge Quintana, Secretary of State's Office, P.O. Box 202801, Helena, Montana 59620-2801; telephone (406) 461-5173; fax (406) 444-4249; or e-mail jquintana@mt.gov, and must be received no later than 5:00 p.m., July 18, 2013.


5. Jorge Quintana, Secretary of State's Office, has been designated to preside over and conduct this hearing.


6. The Secretary of State maintains a list of interested persons who wish to receive notices of rulemaking actions proposed by this agency. Persons who wish to have their name added to the list shall make a written request that includes the name, e-mail, and mailing address of the person to receive notices and specifies for which program the person wishes to receive notices. Notices will be sent by e-mail unless a mailing preference is noted in the request. Such written request may be mailed or delivered to the contact person in 4 above or may be made by completing a request form at any rules hearing held by the department.


7. An electronic copy of this proposal notice is available through the Secretary of State's web site at http://sos.mt.gov/ARM/Register. The Secretary of State strives to make the electronic copy of the notice conform to the official version of the notice, as printed in the Montana Administrative Register, but advises all concerned persons that in the event of a discrepancy between the official printed text of the notice and the electronic version of the notice, only the official printed text will be considered. In addition, although the Secretary of State works to keep its web site accessible at all times, concerned persons should be aware that the web site may be unavailable during some periods, due to system maintenance or technical problems.


8. The bill sponsor contact requirements of 2-4-302, MCA, do not apply.


/s/ JORGE QUINTANA                               /s/ LINDA MCCULLOCH                          

Jorge Quintana                                            Linda McCulloch

Rule Reviewer                                             Secretary of State


Dated this 10th day of June, 2013.



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