l9n/ Mississippi

2014 Regular Session

Senate Bill 2322

Mississippi Entity Conversion and Domestication Act; create.

Became law as Chapter 399, Laws of 2014, signed March 19, 2014, 61 days after it was filed.

What it does

The synopsis the Legislature published with the bill.

AN ACT TO CREATE THE MISSISSIPPI ENTITY CONVERSION AND DOMESTICATION ACT; TO CREATE NEW SECTION 79-37-101, MISSISSIPPI CODE OF 1972, TO SET FORTH A SHORT TITLE; TO CREATE NEW SECTION 79-37-102, MISSISSIPPI CODE OF 1972, TO ENACT DEFINITIONS; TO CREATE NEW SECTION 79-37-103, MISSISSIPPI CODE OF 1972, TO SPECIFY THE RELATIONSHIP OF THE ACT TO OTHER LAWS; TO CREATE NEW SECTION 79-37-104, MISSISSIPPI CODE OF 1972, TO SPECIFY WHEN NOTICE OR APPROVAL IS REQUIRED; TO CREATE NEW SECTION 79-37-105, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR FILING STATUS; TO CREATE NEW SECTION 79-37-106, MISSISSIPPI CODE OF 1972, TO PROVIDE THAT THE ACT IS NOT EXCLUSIVE; TO CREATE NEW SECTION 79-37-107, MISSISSIPPI CODE OF 1972, TO PROVIDE THAT A PLAN MAY REFER TO ASCERTAINABLE OUTSIDE FACTS; TO CREATE NEW SECTION 79-37-108, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR ALTERNATIVE MEANS OF APPROVAL OF TRANSACTIONS; TO CREATE NEW SECTION 79-37-109, MISSISSIPPI CODE OF 1972, TO OUTLINE APPRAISAL RIGHTS; TO CREATE NEW SECTION 79-37-110, MISSISSIPPI CODE OF 1972, TO BE RESERVED FOR FUTURE ENACTMENT; TO CREATE NEW SECTION 79-37-111, MISSISSIPPI CODE OF 1972, TO SET FORTH REQUIREMENTS FOR DOCUMENTS; TO CREATE NEW SECTION 79-37-112, MISSISSIPPI CODE OF 1972, TO SET FEES; TO CREATE NEW SECTION 79-37-113, MISSISSIPPI CODE OF 1972, TO PROVIDE THE EFFECTIVE DATE OF DOCUMENTS; TO CREATE NEW SECTION 79-37-114, MISSISSIPPI CODE OF 1972, TO ALLOW FOR CORRECTIONS TO A FILED DOCUMENT; TO CREATE NEW SECTION 79-37-115, MISSISSIPPI CODE OF 1972, TO SET FORTH THE FILING DUTY OF THE SECRETARY OF STATE; TO CREATE NEW SECTION 79-37-116, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR APPEAL OF THE SECRETARY'S REFUSAL TO FILE A DOCUMENT; TO CREATE NEW SECTION 79-37-117, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR THE EVIDENTIARY EFFECT OF A FILED COPY; TO CREATE NEW SECTION 79-37-118, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR THE PENALTY FOR SIGNING A FALSE DOCUMENT; TO CREATE NEW SECTION 79-37-119, MISSISSIPPI CODE OF 1972, TO GRANT TO THE SECRETARY OF STATE POWERS REASONABLY NECESSARY TO ENFORCE THE ACT; TO CREATE NEW SECTION 79-37-401, MISSISSIPPI CODE OF 1972, TO AUTHORIZE CONVERSION OF ENTITIES TO A DIFFERENT FORM; TO CREATE NEW SECTION 79-37-402, MISSISSIPPI CODE OF 1972, TO SET FORTH REQUIREMENTS FOR A PLAN OF CONVERSION; TO CREATE NEW SECTION 79-37-403, MISSISSIPPI CODE OF 1972, TO REQUIRE APPROVAL OF A PLAN OF CONVERSION; TO CREATE NEW SECTION 79-37-404, MISSISSIPPI CODE OF 1972, TO ALLOW AMENDMENT OR ABANDONMENT OF A PLAN OF CONVERSION; TO CREATE NEW SECTION 79-37-405, MISSISSIPPI CODE OF 1972, TO SET FORTH THE REQUIREMENTS FOR A VALID STATEMENT OF CONVERSION; TO CREATE NEW SECTION 79-37-406, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR THE EFFECT OF A CONVERSION; TO CREATE NEW SECTION 79-37-501, MISSISSIPPI CODE OF 1972, TO AUTHORIZE DOMESTICATION OF A FOREIGN ENTITY; TO CREATE NEW SECTION 79-37-502, MISSISSIPPI CODE OF 1972, TO SET FORTH REQUIREMENTS FOR A PLAN OF DOMESTICATION; TO CREATE NEW SECTION 79-37-503, MISSISSIPPI CODE OF 1972, TO REQUIRE APPROVAL OF A PLAN OF DOMESTICATION; TO CREATE NEW SECTION 79-37-504, MISSISSIPPI CODE OF 1972, TO ALLOW AMENDMENT OR ABANDONMENT OF A PLAN OF DOMESTICATION; TO CREATE NEW SECTION 79-37-505, MISSISSIPPI CODE OF 1972, TO SET FORTH THE REQUIREMENTS FOR A VALID STATEMENT OF DOMESTICATION; TO CREATE NEW SECTION 79-37-506, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR THE EFFECT OF A DOMESTICATION; TO CREATE NEW SECTION 79-37-601, MISSISSIPPI CODE OF 1972, TO PROMOTE CONSISTENCY OF THE LAW WITH REGARD TO OTHER STATES ENACTING SUCH AN ACT; TO CREATE NEW SECTION 79-37-602, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR THE RELATIONSHIP OF THIS ACT TO THE ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT; TO CREATE NEW SECTION 79-37-603, MISSISSIPPI CODE OF 1972, TO CREATE A SAVINGS CLAUSE; TO CREATE SECTION 79-37-604, MISSISSIPPI CODE OF 1972, TO CREATE A SEPARATE SEVERABILITY CLAUSE; TO AMEND SECTION 79-4-13.02, MISSISSIPPI CODE OF 1972, TO CONFORM THE BUSINESS CORPORATION ACT; TO AMEND SECTIONS 79-13-101, 79-13-401, 79-13-502 AND 79-13-908, MISSISSIPPI CODE OF 1972, TO CONFORM THE UNIFORM PARTNERSHIP ACT; TO AMEND SECTIONS 79-14-101, 79-14-105, 79-14-201, 79-14-202, 79-14-204 AND 79-14-701, MISSISSIPPI CODE OF 1972, TO CONFORM THE UNIFORM LIMITED PARTNERSHIP ACT; TO AMEND SECTION 79-29-123, MISSISSIPPI CODE OF 1972, TO CONFORM THE LIMITED LIABILITY COMPANY ACT; TO REPEAL SECTION 79-13-902, MISSISSIPPI CODE OF 1972, WHICH PROVIDES FOR CONVERSION OF A PARTNERSHIP TO A LIMITED PARTNERSHIP; TO REPEAL SECTION 79-13-903, MISSISSIPPI CODE OF 1972, WHICH IS RESERVED FOR FUTURE ENACTMENT; TO REPEAL SECTION 79-13-904, MISSISSIPPI CODE OF 1972, WHICH PROVIDES FOR THE EFFECT OF A CONVERSION; AND FOR RELATED PURPOSES.

Sponsors

Who carried the bill in each chamber, and who signed on. Each name leads to the member's page.

In the Senate

Its course

January 17 to March 19, 2014, on one scale. In the top row each mark is a day something happened; taller marks are busier days.

Each committee stop sits inside its chamber.

Every action12 actions on 11 days

In the SenateJan 17 to Feb 519 days

Judiciary, Division AJan 17 to Jan 2811 days

In the House of RepresentativesFeb 5 to Mar 427 days

Judiciary AFeb 15 to Feb 2510 days

With the GovernorMar 4 to Mar 1915 days

Text

Each version as the Legislature printed it.

l9n doesn't hold this bill's text yet.

What happened

In l9n's words, one line for each step. Every action as the Legislature published it is below.

In the Senate Jan 17 โ€“ Feb 5

  1. Referred to the Senate committees on Judiciary, Division A and on Accountability, Efficiency, Transparency
  2. Reported from JA to AC in the Senate: title sufficient, do pass
  3. Reported from committee in the Senate: title sufficient, do pass
  4. Passed the Senate

In the House of Representatives Feb 6 โ€“ Mar 4

  1. Sent to the House
  2. Referred to the House committee on Judiciary A
  3. Reported from committee in the House: title sufficient, do pass
  4. Passed the House

To the Governor Mar 5 โ€“ Mar 19

  1. Returned to the Senate for enrolling
  2. Enrolled bill signed in the Senate
  3. Enrolled bill signed in the House
  4. Approved by the Governor
All 12 actions, as published