5063 AMH GVAD H2987.2

SB 5063 - H COMM AMD

By Committee on Government Administration

    Strike everything after the enacting clause and insert the following:

    "NEW SECTION. Sec. 1.  A new section is added to chapter 23B.14 RCW to read as follows:

    (1) Any county, city, town, district, or other political subdivision of the state, or the state of Washington or any department or agency of the state, may apply to the secretary of state for the administrative dissolution, or the revocation of a certificate of authority, of any corporation using a name that is not distinguishable from the name of the applicant for dissolution.  The application must state the precise legal name of the governmental entity and its date of formation and the applicant shall mail a copy to the corporation's registered agent.  If the name of the corporation is not distinguishable from the name of the applicant, then, except as provided in subsection (4) of this section, the secretary shall commence proceedings for administrative dissolution under RCW 23B.14.210 or revocation of the certificate of authority.

    (2) A name may not be considered distinguishable by virtue of:

    (a) A variation in any of the following designations, or in the order in which the designation appears with respect to other words in the name:  "County"; "city"; "town"; "district"; or "department";

    (b) The addition of any of the designations listed in RCW 23B.04.010(1)(a);

    (c) The addition or deletion of an article or conjunction such as "the" or "and" from the same name;

    (d) Punctuation, capitalization, or special characters or symbols in the same name; or

    (e) Use of an abbreviation or the plural form of a word in the same name.

    (3)(a) The following are not distinguishable for purposes of this section:

    (i)  "City of Anytown" and "City of Anytown, Inc."; and

    (ii) "City of Anytown" and "Anytown City."

    (b) The following are distinguishable for purposes of this section:

    (i) "City of Anytown" and "Anytown, Inc.";

    (ii) "City of Anytown" and "The Anytown Company"; and

    (iii) "City of Anytown" and "Anytown Cafe, Inc."

    (4) If the corporation that is the subject of the application was incorporated or certified before the formation of the applicant as a governmental entity, then this section applies only if the applicant for dissolution provides a certified copy of a final judgment of a court of competent jurisdiction determining that the applicant holds a superior property right to the name than does the corporation.

    (5) The duties of the secretary of state under this section are ministerial.

NEW SECTION. Sec. 2.  A new section is added to chapter 24.03 RCW to read as follows:

    Section 1 of this act applies to this chapter.

NEW SECTION. Sec. 3.  A new section is added to chapter 24.06 RCW to read as follows:

    Section 1 of this act applies to this chapter.

NEW SECTION. Sec. 4.  A new section is added to chapter 24.12 RCW to read as follows:

    Section 1 of this act applies to this chapter.

NEW SECTION. Sec. 5.  A new section is added to chapter 24.20 RCW to read as follows:

    Section 1 of this act applies to this chapter.

NEW SECTION. Sec. 6.  A new section is added to chapter 24.24 RCW to read as follows:

    Section 1 of this act applies to this chapter.

NEW SECTION. Sec. 7.  A new section is added to chapter 24.28 RCW to read as follows:

    Section 1 of this act applies to this chapter.

NEW SECTION. Sec. 8.  A new section is added to chapter 23.86 RCW to read as follows:

    Section 1 of this act applies to this chapter."

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