Sec. 34-106. Annual report. Interim notice of change of manager or member.
Sec. 34-106. Annual report. Interim notice of change of manager or member.
(a) Each limited liability company shall file an annual report with the Secretary of the
State which report shall be due upon the anniversary of the filing of a limited liability
company's articles of organization pursuant to section 34-120.
(b) Such reporting requirement shall commence on or after January 1, 1995, and
continue annually thereafter.
(c) Each annual report shall set forth: (1) The name of the limited liability company;
(2) the limited liability company's current principal office address; and (3) the name
and respective business and residence addresses of a manager or a member of the limited
liability company, except that if good cause is shown, the Secretary of the State may
accept a business address in lieu of the business and residence addresses of such manager
or member. For the purposes of this subsection and subsection (d) of this section, a
showing of good cause shall include, but not be limited to, a showing that public disclosure of the residence address of the manager or member of the limited liability company
may expose the personal security of such manager or member to significant risk.
(d) If the manager or member named in a limited liability company's most current
annual report pursuant to subsection (c) of this section is replaced for such purpose by
another manager or member after the limited liability company has filed such annual
report, but not later than thirty days preceding the month during which the limited liability company's next annual report becomes due, the limited liability company shall file
with the Secretary of the State an interim notice of change of manager or member that
sets forth: (1) The name of the limited liability company; and (2) the name, title and
respective business and residence addresses of the new manager or member and the
name and title of the former manager or member, except that if good cause is shown,
the Secretary of the State may accept a business address in lieu of the business and
residence addresses of the new manager or member. Any such change of manager or
member that occurs within the thirty-day period preceding the month during which the
limited liability company's next annual report becomes due shall be reflected in such
next annual report.
(e) Each annual report shall be executed in accordance with section 34-109 and be
accompanied by the filing fee established in section 34-112. The Secretary of the State
shall mail to each limited liability company at its principal office as shown on his records
a form prescribed by him for the annual report, but failure to receive such form shall
not relieve a limited liability company of the requirement of filing the report as provided
in this section.
(P.A. 94-217, S. 24, 40; P.A. 01-188, S. 8; P.A. 04-240, S. 15.)
History: P.A. 94-217 effective January 1, 1995; P.A. 01-188 added Subsec. (c)(3) requiring annual report to set forth
the name and respective business and residence addresses of a manager or member and authorizing the Secretary of the
State for good cause shown to accept a business address in lieu of business and residence addresses and to specify that a
showing of good cause includes, but is not limited to, a showing that public disclosure of the residence address of the
manager or member may expose the personal security of such person to significant risk; P.A. 04-240 made conforming
and technical changes in Subsec. (c), added new Subsec. (d) re interim notice of change of manager or member and
redesignated existing Subsec. (d) as Subsec. (e).