WSR 10-15-035

PERMANENT RULES

SECRETARY OF STATE


[ Filed July 13, 2010, 11:29 a.m. , effective August 13, 2010 ]


Effective Date of Rule: Thirty-one days after filing.

Purpose: To implement 2010 state law changes.

Citation of Existing Rules Affected by this Order: Repealing WAC 434-130-040 and 434-130-050; and amending WAC 434-130-060, 434-130-070, 434-130-080, 434-130-090, and 434-130-100.

Statutory Authority for Adoption: RCW 25.15.007, 25.15.805, 25.15.810.

Other Authority: RCW 43.07.120.

Adopted under notice filed as WSR 10-11-017 on May 7, 2010.

Number of Sections Adopted in Order to Comply with Federal Statute: New 0, Amended 0, Repealed 0; Federal Rules or Standards: New 0, Amended 0, Repealed 0; or Recently Enacted State Statutes: New 1, Amended 5, Repealed 0.

Number of Sections Adopted at Request of a Nongovernmental Entity: New 0, Amended 0, Repealed 0.

Number of Sections Adopted on the Agency's Own Initiative: New 0, Amended 0, Repealed 2.

Number of Sections Adopted in Order to Clarify, Streamline, or Reform Agency Procedures: New 0, Amended 0, Repealed 2.

Number of Sections Adopted Using Negotiated Rule Making: New 1, Amended 5, Repealed 2; Pilot Rule Making: New 0, Amended 0, Repealed 0; or Other Alternative Rule Making: New 0, Amended 0, Repealed 0.

Date Adopted: July 13, 2010.

Steve Excell

Assistant Secretary of State

OTS-3190.2


NEW SECTION
WAC 434-130-055   On-line services.   Customers may access limited liability company information, forms, or on-line submissions by visiting the corporations division's web site. When completing and submitting an on-line filing for a limited liability company, the filing requirements are found under WAC 434-112-065 through 434-112-075.

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AMENDATORY SECTION(Amending WSR 94-19-005, filed 9/8/94, effective 10/1/94)

WAC 434-130-060   Registered office address--Requirements.   A post office box address may be used in conjunction with a registered geographic office address ((when:

(1) The United States Postal Service cannot or will not deliver to the street address; and

(2) The post office box address is in the same Washington city or town as the registered office address; and)).

(((3))) The agent ((notifies)) must notify the office of the secretary of state and the corporation of any changes in either the street address or the post office box address.

[Statutory Authority: Chapter 25.15 RCW and 1994 c 211. 94-19-005, 434-130-060, filed 9/8/94, effective 10/1/94.]


AMENDATORY SECTION(Amending WSR 94-19-005, filed 9/8/94, effective 10/1/94)

WAC 434-130-070   Annual reports--Due date.   Each limited liability company ((shall)) must file an annual report by the last day of the month of its original registration as a limited liability company. The corporations division ((shall notify)) or a subagent notifies all limited liability companies of its annual renewal date forty-five days in advance by ((a mailing)) regular mail or electronic mail that may include((s)) the annual report form. Failure to receive an annual report notice is insufficient reason for failure to file the statutorily required annual report.

[Statutory Authority: Chapter 25.15 RCW and 1994 c 211. 94-19-005, 434-130-070, filed 9/8/94, effective 10/1/94.]


AMENDATORY SECTION(Amending WSR 94-19-005, filed 9/8/94, effective 10/1/94)

WAC 434-130-080   In-person or expedited counter service -- Special fees.   (1) The corporations division counter is open to in-person requests from 8:00 a.m. to ((4:30)) 5:00 p.m. each business day. Staff provides expedited((, same-day processing of)) services for corporate documents or requests received ((prior to 4:30 p.m. on that day)) in-person, by fax, mail, or on-line with the appropriate expedite fee. ((These)) Expedite services are available for the following transactions:

(a) ((Charter)) Document review and filing;

(b) ((Name reservation review and filing;

(c) Document certification;

(d))) Document copying, certification, and status certificates((;

(e) Status change filings)).

(2) The fee for ((same-day)) expedited service is ((twenty)) fifty dollars for single or multiple paper transactions within each new or existing limited liability company file. On-line transactions are expedited for twenty dollars, but may be charged fifty dollars for in-person completion at front counter. In addition, a regulatory fee for each transaction may apply.

(3) There is no expedited fee for the following transactions:

(a) Initial reports;

(b) License renewal and required annual report;

(c) Amended annual reports;

(d) ((Reinstatements;

(e))) In-person inspection or review of limited liability company files or other public documents located in the corporations division office;

(((f))) (e) Documents left at the counter for processing with mail-in documents received the same day((; or

(g) A search for nonactive limited company files less than twenty years old)).

(4)(a) If staff cannot complete ((the)) an expedited service request before the end of the same day, the transaction will be completed ((first on the following)) within the next two business days.

(b) Emergency services needed outside regular business hours requiring employee overtime are one hundred fifty dollars per hour plus regulatory or statutory fees due for the specific form ((of the filing)). When the division receives an emergency request, staff notifies the customer of the service fee and any other reasonable conditions set by the director. The customer must agree to pay the fees before emergency services are provided.

(5) Over-the-counter service hours may be shortened under extraordinary circumstances. Separate service requests by one person may be limited to those relating to three corporations per ((day)) transaction. ((Documents submitted by courier services or document-handling companies may receive twenty-four-hour service. A customer may make alternate arrangements with the director prior to bringing or sending in documents, if a sudden, unexpected situation occurs during the business day.))

Under special circumstances, the filing party may petition the secretary in writing to request a waiver of emergency or penalty fees.

[Statutory Authority: Chapter 25.15 RCW and 1994 c 211. 94-19-005, 434-130-080, filed 9/8/94, effective 10/1/94.]


AMENDATORY SECTION(Amending WSR 99-12-007, filed 5/20/99, effective 6/20/99)

WAC 434-130-090   Fees.   For Washington registered domestic and foreign limited liability companies fees are as follows:

(1) Certificate of formation or application for registration, one hundred ((seventy-five dollars)) eighty;

(2) Annual report license renewal, ((fifty)) sixty dollars plus the department of licensing's handling fee of nine dollars;

(3) Certificate of amendment, restated certificate, or amended and restated certificate, thirty dollars;

(4) Delinquent annual report license renewal ((with required annual report filed after due date and before administrative dissolution)), penalty fee of twenty-five dollars, plus the renewal fee of ((fifty)) sixty dollars plus the department of licensing's handling fee of nine dollars;

(5) Reinstatement, one hundred dollars plus all delinquent license or annual fees and a twenty-five percent penalty computed on the total amount;

(6) Articles of merger, twenty dollars for each listed company;

(7) ((Certificate)) Statement of change of registered agent, registered office address, or designation of new registered agent, ((ten dollars per entity name)) no fee;

(8) Resignation of registered agent, twenty dollars per entity name;

(9) An initial report or amended annual report, ten dollars;

(10) Registration, reservation, or transfer of name, thirty dollars;

(11) Certificate of dissolution, certificate of cancellation, ((administrative dissolution)) or dissolution by judicial decree, ((or revocation of certificate of authority,)) no fee;

(12) ((Agent's consent to act as agent,)) Revocation of certificate of dissolution, thirty dollars plus any possible missed license fees;

(13) Agent's resignation if appointed without consent((, or annual report when filed concurrently with annual license fee)), no fee; and

(((13))) (14) Other statement or report filed, ten dollars.

Under special circumstances, the filing party may petition the secretary in writing to request a waiver of emergency or penalty fees.

[Statutory Authority: RCW 25.15.805, 25.15.810 and 23B.01.220. 99-12-007, 434-130-090, filed 5/20/99, effective 6/20/99. Statutory Authority: Chapter 25.15 RCW and 1994 c 211. 94-19-005, 434-130-090, filed 9/8/94, effective 10/1/94.]


AMENDATORY SECTION(Amending WSR 94-19-005, filed 9/8/94, effective 10/1/94)

WAC 434-130-100   Miscellaneous fees.   (1) For photocopies, fees are as follows:

(a) Each annual report, five dollars;

(b) Certificate of formation or any single document, ten dollars;

(c) ((Amendments to articles and mergers)) A copy of all documents relating to one entity, twenty dollars;

(d) ((All charter documents, thirty dollars;

(e))) Surcharge for files exceeding one hundred pages of copy, thirteen dollars for each fifty page increment (((number of pages determined by weight of copies))).

(2) For certificates of existence fees are as follows:

(a) With complete or specific historical data, under embossed seal, thirty dollars;

(b) ((Computer generated,)) Under embossed seal, without historical data, twenty dollars;

(c) Duplicate certificate, under gold or embossed seal, twenty dollars.

(3) For each certified copy of any document the fee is ten dollars plus the copy fee.

(4) For any service of process the fee is fifty dollars.

(5) Dishonored checks. If a person, corporation or other submitting entity has attempted to pay any fee due to the secretary of state by means of a check, and the check is dishonored by the financial institution when presented, the secretary of state will impose a twenty-five dollar penalty, payable to the secretary of state.

In the event a valid replacement check and dishonor charge is not received in the office of the secretary of state within the time prescribed by its accounting division, the transaction covered by the dishonored check will be ((cancelled)) canceled and all other late filing fees and penalties will be instituted.

[Statutory Authority: Chapter 25.15 RCW and 1994 c 211. 94-19-005, 434-130-100, filed 9/8/94, effective 10/1/94.]


REPEALER

     The following sections of the Washington Administrative Code are repealed:
WAC 434-130-040 Telephone services.
WAC 434-130-050 Original signature required.

Washington State Code Reviser's Office