Insurance & Commerce- House

The first thing I want to address says obviously will received an email but the picture was cancelled for this morning so let's shoot for next Wednesday at nine forty five to do the picture right out here in front of in front of our office so let's do that we just have a I think we're just here to a couple bills today represent Dalby is going to run a bill in order to hawk is going to run a bill and refer them to always ask to go first. He would introduce yourself you're recognized to present your bill thank you Mr chair members of the committee and Carol Dalby state representative for district one hundred today it house bill twelve sixty five is really very simple all this bill is doing is allowing individual who is a broker or salesman in the real estate feel to be able to incorporate as a professional limited liability company the tallest building as is and give them that option to do that. Thank you represent any questions by the committee. Webserver Allen E. recognized. I'm sorry well how about motion just for for a moment. Question representatives you know why that needed. Because I can't do it now it gives them another opportunity to have another Avenue to do business. Thank you. Yes Sir represent the lady man you're recognized for a question representative bill I'm just curious I mean why haven't they already been able to do this I don't understand how we discussed earlier represent Lehman it's it's interesting I think the real reason is because under the real estate law they have you know they're they're corporations are set up just not differently but there's just a separate section of the law dealing with real estate and I think under the general business sections of the code it's over there they just want to make sure they could be able to do things since they have a whole section of code it It regarding real estate I know whether no other reason. Thank you any further questions by the committee. Okay saying none of. What a motion it actually years someone's beat you to that but we'll do that at the proper time thank you is there any there's no one signed up but is there anyone in the audience would like to speak for or against this bill. K. Singh no one representative Dalby would you like to close for your bill yes some clothes for the bill and I would appreciate a good vote okay Roosendaal is closed for her bill represent Allen you're recognized for a motion. President I was made a motion do pass that is a proper motion is there any discussion on the motion. Okay all in favor motion do pass say aye. Any opposed nay. Graduation rate and all your bill is passed thank you Mr chair thank you members of the committee. The representative poppy if you come to the table and introduce yourself and you can proceed with presenting a bill. Thank you Mr chairman good morning members I'm here to present a bill that was brought to me by a constituent that wanted to open a business and pick a name for their business and register it with the secretary of state and found out that that business name was already taken though it was now a dissolved company but it was still on the secretary of state's role so they weren't able to take that business name so this bill just helps clean up the law and allow the secretary of state as also looked at this and two chambers of commerce from my district and a city attorney heads has said they had also run into this issue before so they really appreciated us trying to clean this up that the secretary of state's office would clear any dissolved corporations corporate names from their roles within three years if that corporation was in fact now dissolved and the same thing goes for a limited liability company that is no longer active using that name that this would be an action taken so that within three years after they corporation is dissolved and no longer doing business it would be expunged from the secretary of state's rules and could be used again as a business name. Thank you representative. Aviv's you're recognized for a question. Thank you the secretary of state's office you said okay with this yes that and yes Sir what is the how long to leave them on there now. I don't think there is really any there's no expiration limit on that a business can be defunct and it doesn't have to necessarily be expunged from the malls so your bill would have them available after three years after three years thank you Sir. And they would verify that. Thank you represent Ladyman you're recognized. a representative I mean I like your bill I understand the reason for it because their names out there that people want to use in their health up for years but my sons and I have two LLC's that are inactive and we want them to be an active for a while so. Question or concern is you know what what is the definition when you say a fictitious name what what this fictitious me so it sounds like while they may not be activity going through your LLC you're still operating as a and LLCs with an opportunity came through you would be able to do business And contracts under that name this would be for an entity that no longer exists so in fact it now becomes a legally a fictitious name because there's no entity behind that that actual name it's just in name only. Well of. Here's the problem that I see I mean the way the. The way we work the way the Secretary of State we fell out months of reports even though there's no income is not active it in doing business but we maintain the name we say the franchise fee yes we we do the monthly reports and we're keeping that name because those names have value absolutely so. The way that I understand that it works now we keep that until we tell the secretary of state we're closing our business we reckon notify them in writing as a form to fill out so I mean we may keep this for more than three years so I guess I have a concern if secretary of state is just gonna automatically close these things because these names are very valuable in some cases absolutely and to your question I think just make sure I'm understanding it correctly you are still operating as a legitimate LLC you're filing your paying your fees you are in many ways active even if you don't have any transactions that might be occurring under that name that's you still on that name yes but but again it gets back to definitions what's the definition of operate what's the definition of dissolve what's I mean if the if the secretary of state is not taking action without input from the company or the person who owns that name and it needs to be very well defined absolutely so I'll get clarification for you on that if that's a question you have yes there you have a concern about that their thought was this resolves that so. Represent Perry you're recognized for a question. Thank you Mr chairman so. Representative Ladyman I think I can make explain how when you dissolve corporation except paid the the fee does all that it's like three hundred dollars to dissolve the corporation that's what you're talking to you that you inactive corporation if you pay your franchise fee every year that's active seat that you not to worry about that I'm looking at on section two where it says with in three years. Is it after three years or within three years. so I'm not I have a corporate corporation with some fictitious names in a five dissolve the corporation and I fail to transfer my fictitious names to one of my other corporations. Then. Within that three years is that after the three years or within three years my understanding was at the end of three years that name would be available for the next person wanting to use that name for their there are corporation or their LLC and okay let's on page one on line twenty six because it's within is within three years after three years after three years so it could happen on your one. And you know if you things get busy and you forget to move your fictitious names one of the other if you take that name I wonder does the fictitious name move with it anyway. Thank you thank you Mr chairman. Represent Richardson you're recognized for a question. So thank you Mr chairman is it possible of representative that you could take that and get that one piece clarify possessed only sticking point I have is within or after that three year period because the bill makes sense understand why we're doing that but that may be the one that's the only thing that I have a little road with. I would be happy to do that and I think my understanding of it was when they were making this and I'm approving this was to say the secretary of state's office has up to three years to remove that name off of their roles after a corporation has become dissolved so this is after the corporation is dissolved the secretary of state's office has up to three years to. Make sure that man can be we used to get open again so that they could do it sooner that would make it more available but I think they're wanting to have enough time to make sure they can clear it all out. But I would ask that if we could return and have someone come and speak to that that'll be just fine I'll be happy to do that. Okay I think that's a really I think that's a good idea we could use some I think some assistance from the secretary of state's office yes to to answer these questions so at this time about to pull your bill and and to further work on it is that correct representative yes okay. question would you would you entertain one more question before you leave yes Sir okay representative you're recognized thank you Mr chairman I. I think what you're doing is good thing I think a discounted clarify some things and to representative Herries point within the three year period is a little confusing that if they were doing that but I need to understand if a company is formally dissolved. And the secretary of state's Bob's gonna know that that they're wanting to relinquish their names so they can do that within three years based on the way the language in your bill is now but what if it's a company that has failed to pay their LLC fees for a franchise be prepared thank you one or two years or three years then they have to wait three more years or or can it be they will have to come and answer that question this was tried changing I'm trying to make I see that distinction I'm just. I'll be happy to help them clarify that yeah I mean I'm I'm in favor of what you're trying to do I just kind of need to get that cleared up a little bit thank you for bringing the bill. What would you like to continue answering questions representive I think it be said that we would have someone from the secretary of state's office answer questions that you're asking of them. Thank you I appreciate you appreciate you willing to work with the secretary of state's office and just bring this back and will entertain it as soon as we're able to. Thank you. Okay members skews me unfortunately that is all the bills that we have at this time. I will give you so what I am trying to do I am trying to reach out to all the members about running their bills at this point to represent Wardlaw is asked to remain on active he's going to do some amendments represent Hudson is the same she's working on an amendment I spoke with this morning hello I represent Maddox is doing the rest of them we will just and I've tried to there's just a couple of other people who I do not I want you to get my cell phone so you can ask me questions about what we're going to hear I'll try to do better at keeping apprised of what we're actually going to hear so one other thing is what the bill is on the regular agenda for three times that will automatically move to deferred so I just want to know that so just let us know so we get it back on the active so just want to clear that up