Sec. 34-229. Annual report. Interim notice of change of manager or member.
Sec. 34-229. Annual report. Interim notice of change of manager or member.
(a) A foreign limited liability company registered to transact business in this state shall
file an annual report in the office of the Secretary of the State which report shall be due
upon the anniversary of such foreign limited liability company's registration pursuant
to section 34-223.
(b) Such reporting requirement shall commence on and after January 1, 1995, and
continue annually thereafter.
(c) Each annual report shall set forth: (1) The name of the foreign limited liability
company and, if different, the name under which such foreign limited liability company
transacts business in this state; (2) the address of the office required to be maintained
in the state or other jurisdiction of the foreign limited liability company's organization
by the laws of that state or jurisdiction or, if not so required, the address of its principal
office; and (3) the name and respective business and residence addresses of a manager
or a member of the foreign 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 foreign 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 foreign 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 foreign limited liability company has
filed such annual report, but not later than thirty days preceding the month during which
the foreign limited liability company's next annual report becomes due, the foreign
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 foreign 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 foreign 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 foreign 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 foreign limited liability company of the requirement of filing
the report as provided in this section.
(P.A. 94-217, S. 28, 40; P.A. 04-240, S. 18.)
History: P.A. 94-217 effective January 1, 1995; P.A. 04-240 added Subsec. (c)(3) re inclusion in annual report of name
and addresses of manager or member of the foreign limited liability company and provision re showing of good cause, added
new Subsec. (d) re interim notice of change of manager or member and redesignated existing Subsec. (d) as Subsec. (e).