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January 2011
Important Policy Changes
Important Notice
Annual Report Dates
State Closing Dates
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Austin, Texas 78701
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Ph. (888) 705-RASi (7274)
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www.rasi.com

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Sacramento, CA 95811
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Ph. (888) 709-RASi (7274)
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Dover, DE 19904
8:00am-8:00pm EST
Ph. (888) 716-RASi (7274)
Fax (888) 717-RASi (7274)
de@rasi.com

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Delaware Services
With our fully-integrated Delaware Service Center, RASi is able to form a business entity within an hour and retrieve Delaware documents immediately.

RASi offers:
- Experienced Staff
- Integrated Processing System
- Quick Turnaround
- Affordable Rates

For more information, please contact us at (888) 716-RASi (7274). 

Download Delaware Services document.
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Important Policy Changes

Changes in Kentucky Statutes Effective 1/1/2011

KRS 14A has been enacted and will be effective January 1, 2011.  This statute supersedes most statutes regarding Corporations (KRS 271B), LLCs (KRS 275), and limited partnerships (KRS 362.1 and 362.2).  Provided by the Northern Kentucky Law Review is a summary of the Business Entity Filing Act 

 

Illinois Changes Recording Requirements

Signed by the Governor July 20, Senate Bill 3211 (Public Act 1121) will be effective January 1, 2011. Senate Bill 3211 amended the Business Corporation Act and the General Not-for-Profit Corporation Act to repeal the requirement to record the following documents in county recorder offices:

 

-  Close Corporation (C-Corp)

-  Assumed Names

-  Change of Registered Agent

-  Change of Address of Registered Agent

-  Merger of Domestic Corporations with or into Domestic or Foreign LLCs

-  Certificate of Administrative Dissolution

 

Pennsylvania Requires Decennial Report in 2011

The Pennsylvania Department of State is requiring all domestic and foreign corporations (profit and nonprofit), limited liability companies, limited partnerships, limited liability partnerships and business trusts to file a "Decennial Report of Association Continued Existence" in 2011. [Read more]

  

Mississippi Requires LLCs to File Annual Reports  

Pursuant to Section 79-29-215 Miss. Code Ann. (1972), all limited liability companies operating in Mississippi will be required to file an Annual Report with the Secretary of State beginning in 2011.  The new LLC Annual Reporting Forms will be available to the public on Monday, Jan. 3, 2011, on the Secretary of State's web site at www.sos.ms.gov. The deadline for completing the report is April 15, 2011. [Read more]

 

CA Secretary of State Changes Apostille Language

The language that appears at the top of the Apostilles issued by the California Secretary of State has changed. The country of destination has been removed and the Apostille now includes a link to the Verification of Apostilles search page on their website.  Many US states are working toward consistent language to alleviate confusion from countries receiving Apostilles from the different US states.

Important Notice - Consumer Alert
Annual Report Email Scam in Florida
The Florida Department of State Division of Corporations has posted a consumer alert regarding an email scam appearing to be an Annual Report Notice sent from Arvitas, LLC. The Florida Secretary of State's Office is aware of the scam and is forwarding complaints to the Attorney General's Office, who is pursuing possible legal action against Arvitas, LLC.
2 Tips in Successfully Merging a Corporation

As mentioned in last month's newsletter, Registered Agent Solutions, inc. is featuring Mario Flores, Attorney at Law in a series of articles.  This month, Mario will be discussing Mergers.   As a licensed attorney, Mario focuses on multiple areas of practice including Business Law.  Below is this month's featured article.


2 Tips in Successfully Merging a Corporation

There are many factors to bear in mind when merging a corporation, the two most important components to consider are tax implications and assessing the tax liabilities. It depends on what type of acquisition you are doing whether it is an asset purchase or a stock purchase of the new corporation when merging it.

When performing an asset purchase, typically you do not have to worry as much about the liabilities; however, in some instances, you may want to keep the name of the company and that would be considered a stock purchase.  Obtaining the good will of a company would also be regarded as a stock purchase.   The challenge with that is there are many unknown liabilities for the new person acquiring or merging the corporations. 

Overall, it's extremely crucial to have a good understanding of what liabilities might exist and the tax implications.

About Mario Flores, Attorney at Law
Located in Austin, Texas, The Law Offices of Mario Flores provides cost-efficient legal care in following areas: Estate Planning, Probate Law, Family Law, Criminal Law, Business Law, Litigation, Immigration, Real Estate as well as Planning and Zoning. Attorney Mario Flores has a Bachelors in Urban Studies from Cornell University, a Masters in City and Regional Planning from the University of Texas at Austin and a Doctorate of Jurisprudence from Texas Tech University School of Law.  To learn more visit www.mariofloreslaw.com.

Leave the paperwork to the pros.
RASi's experienced staff is also available to assist in filing Mergers. Skilled in preparing and filing forms nationwide, RASi offers affordable rates and can be reached at (888) 705-7274.

Upcoming Annual Report Due Dates
Below is a list of upcoming Annual Report Due Dates.

DateStateAnnual Report
Jan 2nd            Alaska (Biennially)Domestic Corp., Foreign Corp., Domestic Non-Profit Corp., Foreign Non-Profit Corp., Domestic LLC, Foreign LLC
Feb 1stNorth DakotaDomestic Non-Profit, Foreign Non-Profit
Mar 1stDelawareDomestic Corp., Domestic Non-Profit Corp.
Mar 1stRhode IslandDomestic Corp., Foreign Corp.
Mar 31st WisconsinForeign Corp., Foreign Non-Profit Corp., Foreign LLC

Note: Not all annual reports are due on a specific fixed date.  If you have a registered agent account,  log on to RASi's Compliance Task Calendar to view annual report due dates.  
 

For a limited time, RASi is offering fully managed Annual Report Services for $49/filing. For assistance contact us at (888) 705-RASi (7274).

State Holiday and Closing Dates
Below is a list of upcoming State and Holiday and Closing Dates.

DateHolidayStates
Jan 3rdNew Year's DayGeorgia, South Carolina, Tennessee
Jan 14th              Lee-Jackson Day/Furlough DayHawaii, Maine, Virginia, Wisconsin
Jan 17thRobert E. Lee/Martin Luther King, Jr./Civil Rights DayAll States Closed
Jan 28thFurlough DayHawaii
Feb 4thFurlough DayHawaii
Feb 11thLincoln's BirthdayConnecticut, Illinois, New Jersey, Missouri
Feb 15thFurlough DayMaine
Feb 18thFurlough DayHawaii
Feb 21stWashington's Birthday/President's Day/Furlough DayAlabama, Alaska, Arizona, Arkansas, California, Colorado, Connecticut, District of Columbia, Florida, Georgia, Hawaii, Idaho, Illinois, Iowa, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Dakota, Ohio, Oklahoma, Oregon, Pennsylvania, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Virginia, Washington, West Virginia, Wisconsin, Wyoming
Feb 22nd                        Furlough DayHawaii, Maine, Wisconsin
About Registered Agent Solutions, inc.
Registered Agent Solutions, inc. is a nationwide corporate and registered agent service company providing quality solutions to business entities of all types and sizes throughout the world. Our vast array of services includes corporate filings, document retrievals, nationwide statutory representation, advanced entity management, and efficient corporate governance. Our corporate services coupled with our registered agent services makes RASi the one-stop source for busy law firms and corporate legal departments with active service needs.