Z-0649.3 _______________________________________________
HOUSE BILL 1704
_______________________________________________
State of Washington 53rd Legislature 1993 Regular Session
By Representatives G. Fisher, Locke, Silver, Talcott and Flemming; by request of Secretary of State
Read first time 02/05/93. Referred to Committee on Revenue.
AN ACT Relating to fees paid to the secretary of state's office; amending RCW 23.86.070, 23B.01.220, 23B.01.530, 23B.01.560, 24.03.405, 24.03.410, 24.06.450, 24.06.520, 24.20.020, 24.24.010, 24.24.100, 31.12.085, 33.28.010, 43.07.120, 43.07.130, and 46.64.040; adding a new section to chapter 43.07 RCW; providing an effective date; and declaring an emergency.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF WASHINGTON:
Sec. 1. RCW 23.86.070 and 1991 c 72 s 15 are each amended to read as follows:
For filing articles of incorporation or an
amendment to articles of incorporation of an association organized under
this chapter or filing application for a certificate of authority by a foreign
corporation, there shall be paid to the secretary of state ((the sum of
twenty-five dollars and for filing of an amendment the sum of twenty dollars))
fees established by the secretary of state by rule. Fees for filing
other documents with the secretary of state and issuing certificates shall be
as prescribed in RCW 23B.01.220. Associations subject to this chapter shall
not be subject to any corporation license fees excepting the fees hereinabove
enumerated.
Sec. 2. RCW 23B.01.220 and 1992 c 107 s 7 are each amended to read as follows:
(1) The secretary of state shall collect in accordance with the provisions of this title:
(a) Fees for filing documents and issuing certificates;
(b) Miscellaneous charges;
(c) License fees as provided in RCW 23B.01.500 through 23B.01.550;
(d) Penalty fees; and
(e) Other fees as the secretary of state may establish by rule adopted under chapter 34.05 RCW.
(2) The secretary of state shall collect ((the
following)) fees established by the secretary of state by rule when
the following documents described in this subsection are delivered for
filing:
(a) ((One hundred seventy-five dollars,
pursuant to RCW 23B.01.520 and 23B.01.540, for:
(i)))
Articles of incorporation; ((and
(ii))) (b)
Application for certificate of authority;
(((b) Fifty dollars for an)) (c) Application
for reinstatement;
(((c) Twenty-five dollars for:
(i))) (d)
Articles of correction;
(((ii))) (e) Amendment of
articles of incorporation;
(((iii))) (f) Restatement of
articles of incorporation, with or without amendment;
(((iv))) (g) Articles of merger
or share exchange;
(((v))) (h) Articles of
revocation of dissolution; ((and
(vi))) (i)
Application for amended certificate of authority;
(((d) Twenty dollars for an)) (j) Application
for reservation, registration, or assignment of reserved name;
(((e) Ten dollars for:
(i))) (k)
Corporation's statement of change of registered agent or registered office, or
both, except where this information is provided in conjunction with and on an
initial report or an annual report form filed under RCW 23B.01.530, 23B.01.550,
23B.02.050, or 23B.16.220;
(((ii))) (l) Agent's resignation,
or statement of change of registered office, or both, for each affected
corporation;
(((iii))) (m) Initial report; and
(((iv))) (n) Any document not
listed in this subsection that is required or permitted to be filed under this
title((;)).
(((f) No fee)) (3) The secretary of
state shall not collect fees for:
(((i))) (a) Agent's consent to
act as agent;
(((ii))) (b) Agent's resignation,
if appointed without consent;
(((iii))) (c) Articles of
dissolution;
(((iv))) (d) Certificate of
judicial dissolution;
(((v))) (e) Application for
certificate of withdrawal; and
(((vi))) (f) Annual report when
filed concurrently with the payment of annual license fees.
(((3))) (4) The secretary of
state shall collect a fee ((of twenty-five dollars)) in an amount
established by the secretary of state by rule per defendant served, upon
being served process under this title. The party to a proceeding causing
service of process is entitled to recover this fee as costs if such party
prevails in the proceeding.
(((4))) (5) The secretary of
state shall establish by rule and collect a fee from every person
or organization:
(a) For furnishing a certified copy of any
document, instrument, or paper relating to a corporation((, ten dollars for
the certificate, plus twenty cents for each page copied));
(b) For furnishing a certificate, under seal,
attesting to the existence of a corporation, or any other certificate((, ten
dollars)); and
(c) For furnishing copies of any document, instrument,
or paper relating to a corporation, other than of an initial report or an
annual report((, one dollar for the first page and twenty cents for each
page copied thereafter. The fee for furnishing a copy of the most recent
annual report of a corporation (or of the initial report if no annual report
has been filed) is one dollar, and the fee for furnishing a copy of any other
annual report of a corporation is five dollars)).
(((5))) (6) For annual license
fees for domestic and foreign corporations, see RCW 23B.01.500, 23B.01.510,
23B.01.530, and 23B.01.550. For penalties for nonpayment of annual license
fees and failure to complete annual report, see RCW 23B.01.570.
Sec. 3. RCW 23B.01.530 and 1989 c 165 s 19 are each amended to read as follows:
For the privilege of doing business, every
corporation organized under the laws of this state, except the corporations for
which existing law provides a different fee schedule, shall make and file a
statement in the form prescribed by the secretary of state and shall pay an
annual license fee each year following incorporation, on or before the
expiration date of its corporate license, to the secretary of state. The
secretary of state shall ((collect an annual license fee of fifty dollars))
establish the annual license fee by rule.
Sec. 4. RCW 23B.01.560 and 1989 c 165 s 22 are each amended to read as follows:
(1) A corporation seeking reinstatement shall
pay the full amount of all annual corporation license fees which would have
been assessed for the license years of the period of administrative dissolution
had the corporation been in active status, plus a surcharge ((of twenty-five
percent)) established by the secretary of state by rule, and the
license fee for the year of reinstatement.
(2) The penalties herein established shall be in lieu of any other penalties or interest which could have been assessed by the secretary of state under the corporation laws or which, under those laws, would have accrued during any period of delinquency, dissolution, or expiration of corporate duration.
Sec. 5. RCW 24.03.405 and 1991 c 223 s 1 are each amended to read as follows:
The secretary of state shall ((charge)) establish
fees by rule and collect for:
(1) Filing articles of incorporation or an
application for reinstatement under RCW 24.03.386((, thirty dollars)).
(2) Filing articles of amendment or restatement
or an amendment or supplement to an application for reinstatement((, twenty
dollars)).
(3) Filing articles of merger or
consolidation((, twenty dollars)).
(4) Filing a statement of change of address of
registered office or change of registered agent, or revocation, resignation, or
any combination of these((, ten dollars)). A separate fee for filing
such statement shall not be charged if the statement appears in an amendment to
articles of incorporation or in conjunction with the filing of the annual
report.
(5) Filing articles of dissolution, no fee.
(6) Filing an application of a foreign
corporation for a certificate of authority to conduct affairs in this state((,
thirty dollars)).
(7) Filing an application of a foreign
corporation for an amended certificate of authority to conduct affairs in this
state((, twenty dollars)).
(8) Filing an application for withdrawal of a foreign corporation and issuing a certificate of withdrawal, no fee.
(9) Filing a certificate by a foreign
corporation of the appointment of a registered agent((, ten dollars)).
A separate fee for filing such certificate shall not be charged if the
statement appears in conjunction with the filing of the annual report.
(10) Filing a certificate of election adopting
the provisions of chapter 24.03 RCW((, twenty dollars)).
(11) Filing an application to reserve a
corporate name((, twenty dollars)).
(12) Filing a notice of transfer of a reserved
corporate name((, twenty dollars)).
(13) Filing a name registration((, twenty
dollars per year, or part thereof)).
(14) Filing an annual report of a domestic or
foreign corporation((, ten dollars)).
(15) Filing any other statement or report authorized
for filing under this chapter((, ten dollars)).
Sec. 6. RCW 24.03.410 and 1982 c 35 s 111 are each amended to read as follows:
The secretary of state shall ((charge)) establish
fees by rule and collect:
(1) For furnishing a certified copy of any
charter document or any other document, instrument, or paper relating to a
corporation((, five dollars for the certificate, plus twenty cents for each
page copied)).
(2) For furnishing a certificate, under seal, attesting
to the status of a corporation((;)) or any other certificate((, five
dollars)).
(3) For furnishing copies of any document,
instrument or paper relating to a corporation((, one dollar for the first
page and twenty cents for each page copied thereafter)).
(4) At the time of any service of process on
him or her as registered agent of a corporation((, twenty-five
dollars, which)) an amount that may be recovered as taxable
costs by the party to the suit or action causing such service to be made if
such party prevails in the suit or action.
Sec. 7. RCW 24.06.450 and 1991 c 223 s 2 are each amended to read as follows:
The secretary of state shall ((charge)) establish
fees by rule and collect for:
(1) Filing articles of incorporation((,
thirty dollars)).
(2) Filing articles of amendment or
restatement((, twenty dollars)).
(3) Filing articles of merger or consolidation((,
twenty dollars)).
(4) Filing a statement of change of address of
registered office or change of registered agent, or revocation, resignation, or
any combination of these((, ten dollars)). A separate fee for filing
such statement shall not be charged if the statement appears in an amendment to
the articles of incorporation or in conjunction with the annual report.
(5) Filing articles of dissolution, no fee.
(6) Filing an application of a foreign
corporation for a certificate of authority to conduct affairs in this state((,
thirty dollars)).
(7) Filing an application of a foreign
corporation for an amended certificate of authority to conduct affairs in this
state((, twenty dollars)).
(8) Filing a copy of an amendment to the
articles of incorporation of a foreign corporation holding a certificate of
authority to conduct affairs in this state((, twenty dollars)).
(9) Filing a copy of articles of merger of a
foreign corporation holding a certificate of authority to conduct affairs in
this state((, twenty dollars)).
(10) Filing an application for withdrawal of a foreign corporation and issuing a certificate of withdrawal, no fee.
(11) Filing a certificate by a foreign
corporation of the appointment of a registered agent((, ten dollars)).
A separate fee for filing such certificate shall not be charged if the
statement appears in an amendment to the articles of incorporation or in
conjunction with the annual report.
(12) Filing a certificate by a foreign
corporation of the revocation of the appointment of a registered agent((,
ten dollars)). A separate fee for filing such certificate shall not be
charged if the statement appears in an amendment to the articles of
incorporation or in conjunction with the annual report.
(13) Filing an application to reserve a
corporate name((, twenty dollars)).
(14) Filing a notice of transfer of a reserved
corporate name((, twenty dollars)).
(15) Filing any other statement or report,
including an annual report, of a domestic or foreign corporation((, ten
dollars)).
Sec. 8. RCW 24.06.520 and 1982 c 35 s 162 are each amended to read as follows:
If the term of existence of a corporation which was organized under this chapter, or which has availed itself of the privileges thereby provided expires, such corporation shall have the right to renew within two years of the expiration of its term of existence. The corporation may renew the term of its existence for a definite period or perpetually and be reinstated under any name not then in use by or reserved for a domestic corporation organized under any act of this state or a foreign corporation authorized under any act of this state to transact business or conduct affairs in this state. To do so the directors, members and officers shall adopt amended articles of incorporation containing a certification that the purpose thereof is a reinstatement and renewal of the corporate existence. They shall proceed in accordance with the provisions of this chapter for the adoption and filing of amendments to articles of incorporation. Thereupon such corporation shall be reinstated and its corporate existence renewed as of the date on which its previous term of existence expired and all things done or omitted by it or by its officers, directors, agents and members before such reinstatement shall be as valid and have the same legal effect as if its previous term of existence had not expired.
A corporation reinstating under this section
shall pay to the state all fees and penalties which would have been due if the
corporate charter had not expired, plus a reinstatement fee ((of twenty-five
dollars)) established by the secretary of state by rule.
Sec. 9. RCW 24.20.020 and 1982 c 35 s 165 are each amended to read as follows:
The secretary of state shall file such articles
of incorporation in ((his)) the secretary of state's office and
issue a certificate of incorporation to any such lodge or other society upon
the payment of ((the sum of twenty dollars)) a fee established by the
secretary of state by rule.
Sec. 10. RCW 24.24.010 and 1982 c 35 s 166 are each amended to read as follows:
Any ten or more residents of this state who are
members of any chartered body or of different chartered bodies of any fraternal
order or society who shall desire to incorporate for the purpose of owning real
or personal property or both real and personal property for the purpose and for
the benefit of such bodies, may make and execute articles of incorporation,
which shall be executed in duplicate, and shall be subscribed by each of the
persons so associating themselves together: PROVIDED, That no lodge shall be
incorporated contrary to the provisions of the laws and regulations of the
order or society of which it is a constituent part. Such articles, at the
election of the incorporators, may either provide for the issuing of capital
stock or for incorporation as a society of corporation without shares of
stock. One of such articles shall be filed in the office of the secretary of
state, accompanied by a filing fee ((of twenty dollars)) established
by the secretary of state by rule, and the other of such articles shall be
preserved in the records of the corporation.
Sec. 11. RCW 24.24.100 and 1982 c 35 s 167 are each amended to read as follows:
The secretary of state shall file such articles
of incorporation or amendment thereto in ((his)) the secretary of
state's office and issue a certificate of incorporation or amendment, as
the case may be, to such fraternal association upon the payment of a fee ((in
the sum of twenty dollars)) established by the secretary of state by
rule.
Sec. 12. RCW 31.12.085 and 1984 c 31 s 10 are each amended to read as follows:
(1) Upon the approval of the supervisor under
RCW 31.12.075(2), the applicants shall file a copy of the articles of
incorporation with the secretary of state. Upon receipt of the approved
articles of incorporation and a ((five dollar)) filing fee established
by the secretary of state by rule to be provided by the applicants, the
secretary of state shall file and record the articles of incorporation. The
applicants shall in writing promptly notify the supervisor of the exact date of
the filing.
(2) Upon the filing and recording of the approved articles of incorporation with the secretary of state, the persons named in the articles of incorporation and their successors may operate as a credit union, which shall have the powers and be subject to the duties and obligations of this chapter. A credit union shall not conduct business until the articles have been recorded by the secretary of state.
(3) A credit union shall organize and begin business within six months of the date that its articles of incorporation are filed and recorded with the secretary of state or its charter shall become void, unless the supervisor for cause grants an extension of the six-month period. The supervisor shall not grant a single extension exceeding three months, but may grant as many extensions to a credit union as circumstances require.
Sec. 13. RCW 33.28.010 and 1981 c 302 s 33 are each amended to read as follows:
The secretary of state shall collect fees
in advance ((the following fees from each association:)) for
filing articles of incorporation, or amendments thereof, or other certificates
required to be filed in his or her office((, ten dollars;)) and
for furnishing copies of papers filed in his or her office((, per folio,
twenty cents)). The secretary of state shall establish fees by rule.
Every association shall also pay to the secretary of state, for filing any instrument with him or her, the same fees as are required of general corporations for filing similar papers.
NEW SECTION. Sec. 14. A new section is added to chapter 43.07 RCW to read as follows:
The secretary of state may adopt rules under chapter 34.05 RCW establishing reasonable fees for the following services rendered under chapter 11.110 or 19.09 RCW:
(1) Any service rendered in-person at the secretary of state's office;
(2) Any expedited service;
(3) The electronic transmittal of documents;
(4) The providing of information by microfiche or other reduced-format compilation;
(5) The handling of checks or drafts for which sufficient funds are not on deposit;
(6) The resubmission of documents previously submitted to the secretary of state where the documents have been returned to the submittor to make such documents conform to the requirements of the applicable statute;
(7) The handling of telephone requests for information; and
(8) Special search charges.
Sec. 15. RCW 43.07.120 and 1991 c 72 ' 53 are each amended to read as follows:
(1) The secretary of state shall establish
by rule and collect the fees ((herein prescribed for the secretary of state's
official services)) in this subsection:
(a) For a copy of any law, resolution, record,
or other document or paper on file in the secretary's office ((for which no
other fee is provided, fifty cents per page for the first ten pages and
twenty-five cents per page for each additional page));
(b) For any certificate under seal((, five
dollars));
(c) For filing and recording trademark((,
fifty dollars));
(d) For each deed or patent of land issued by
the governor((, if for one hundred and sixty acres of land, or less, one
dollar, and for each additional one hundred and sixty acres, or fraction
thereof, one dollar));
(e) For recording miscellaneous records,
papers, or other documents((, five dollars for filing each case)).
(2) The secretary of state may adopt rules under chapter 34.05 RCW establishing reasonable fees for the following services rendered under Title 23B RCW, chapter 18.100, 23.86, 23.90, 24.03, 24.06, 24.12, 24.20, 24.24, 24.28, 24.36, or 25.10 RCW:
(a) Any service rendered in-person at the secretary of state's office;
(b) Any expedited service;
(c) The electronic or facsimile transmittal of information from corporation records or copies of documents;
(d) The providing of information by ((microfiche))
micrographic or other reduced-format compilation;
(e) The handling of checks ((or)),
drafts, or credit or debit cards upon adoption of rules authorizing their
use for which sufficient funds are not on deposit; and
(f) ((The resubmission of documents previously
submitted to the secretary of state where the documents have been returned to
the submittor to make such documents conform to the requirements of the
applicable statute;
(g) The handling of telephone requests for
information; and
(h)))
Special search charges.
(3) To facilitate the collection of fees, the secretary of state may establish accounts for deposits by persons who may frequently be assessed such fees to pay the fees as they are assessed. The secretary of state may make whatever arrangements with those persons as may be necessary to carry out this section.
(4) The secretary of state may adopt rules for the use of credit or debit cards for payment of fees.
(5) No member of the legislature, state officer, justice of the supreme court, judge of the court of appeals, or judge of the superior court shall be charged for any search relative to matters pertaining to the duties of his or her office; nor may such official be charged for a certified copy of any law or resolution passed by the legislature relative to his or her official duties, if such law has not been published as a state law.
Sec. 16. RCW 43.07.130 and 1991 c 72 s 54 are each amended to read as follows:
There is created within the state treasury a revolving
fund, to be known as the "secretary of state's revolving fund((,))."
((which shall be used by the office of the secretary of state to defray the
costs of printing, reprinting, or distributing printed matter authorized by law
to be issued by the office of the secretary of state, and any other cost of
carrying out the functions of the secretary of state under Title 23B RCW, or
chapters 18.100, 23.86, 23.90, 24.03, 24.06, 24.12, 24.20, 24.24, 24.28, 24.36,
or 25.10 RCW.
The secretary of state is hereby authorized to
charge a fee for such publications in an amount which will compensate for the
costs of printing, reprinting, and distributing such printed matter.))
(1) Fees ((recovered)) received
by the secretary of state under RCW 43.07.120(2), 23B.01.220(1)(e), (((3)))
(4), and (((4))) (5), 23B.18.050, 24.03.410, 24.06.455, or
46.64.040((, and such other moneys as are expressly designated for deposit
in the secretary of state's revolving fund)) shall be ((placed)) deposited
in the secretary of state's revolving fund to be used by the office of the
secretary of state for the administration of these statutes and enhancement of
related services.
(2) Fees received by the secretary of state under chapters 11.110 and 19.09 RCW shall be deposited in the secretary of state's revolving fund to be used by the office of the secretary of state to defray the cost of administering these chapters.
Sec. 17. RCW 46.64.040 and 1982 c 35 s 197 are each amended to read as follows:
The acceptance by a nonresident of the rights
and privileges conferred by law in the use of the public highways of this
state, as evidenced by his or her operation of a vehicle thereon, or the
operation thereon of his or her vehicle with his or her consent,
express or implied, shall be deemed equivalent to and construed to be an
appointment by such nonresident of the secretary of state of the state of
Washington to be his or her true and lawful attorney upon whom may be
served all lawful summons and processes against him or her growing out
of any accident, collision, or liability in which such nonresident may be
involved while operating a vehicle upon the public highways, or while his or
her vehicle is being operated thereon with his or her consent,
express or implied, and such operation and acceptance shall be a signification
of ((his)) the nonresident's agreement that any summons or
process against him or her which is so served shall be of the same legal
force and validity as if served on ((him)) the nonresident
personally within the state of Washington. Likewise each resident of this
state who, while operating a motor vehicle on the public highways of this
state, is involved in any accident, collision or liability and thereafter within
three years departs from this state appoints the secretary of state of the
state of Washington as his or her lawful attorney for service of summons
as provided in this section for nonresidents. Service of such summons or
process shall be made by leaving two copies thereof with a fee ((of
twenty-five dollars)) established by the secretary of state by rule
with the secretary of state of the state of Washington, or at ((his)) the
secretary of state's office, and such service shall be sufficient and valid
personal service upon said resident or nonresident: PROVIDED, That notice of
such service and a copy of the summons or process is forthwith sent by
registered mail with return receipt requested, by plaintiff to the defendant at
the last known address of the said defendant, and the plaintiff's affidavit of
compliance herewith are appended to the process, together with the affidavit of
the plaintiff's attorney that ((he)) the attorney has with due
diligence attempted to serve personal process upon the defendant at all
addresses known to him or her of defendant and further listing in his or
her affidavit the addresses at which he or she attempted to have
process served. However, if process is forwarded by registered mail and
defendant's endorsed receipt is received and entered as a part of the return of
process then the foregoing affidavit of plaintiff's attorney need only show
that the defendant received personal delivery by mail: PROVIDED FURTHER, That
personal service outside of this state in accordance with the provisions of law
relating to personal service of summons outside of this state shall relieve the
plaintiff from mailing a copy of the summons or process by registered mail as
hereinbefore provided. The secretary of state shall forthwith send one of such
copies by mail, postage prepaid, addressed to the defendant at ((his)) the
defendant's address, if known to the secretary of state. The court in
which the action is brought may order such continuances as may be necessary to
afford the defendant reasonable opportunity to defend the action. The fee ((of
twenty-five dollars)) paid by the plaintiff to the secretary of state shall
be taxed as part of his or her costs if he or she prevails in the
action. The secretary of state shall keep a record of all such summons and
processes, which shall show the day of service.
NEW SECTION. Sec. 18. This act is necessary for the immediate preservation of the public peace, health, or safety, or support of the state government and its existing public institutions, and shall take effect July 1, 1993.
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