NY State Assembly Bill 2023-A7648

Assembly Bill A7648

2023-2024 Legislative Session

Eliminates certain publication requirements for limited liability companies and limited liability partnerships; repealer

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Current Bill Status - In Assembly Committee

Introduced
- In Committee Assembly
- In Committee Senate
- On Floor Calendar Assembly
- On Floor Calendar Senate
- Passed Assembly
- Passed Senate
Delivered to Governor
Signed By Governor

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	Assembly Actions - Lowercase Senate Actions - UPPERCASE
Jan 03, 2024	referred to corporations, authorities and commissions
May 26, 2023	referred to corporations, authorities and commissions

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2023-A7648 (ACTIVE) - Details

See Senate Version of this Bill:: S4716
Current Committee:: Assembly Corporations, Authorities And Commissions
Law Section:: Limited Liability Company Law
Laws Affected:: Amd §§1006, 209, 802, 1203, 1306 & 1101, rpld §206, §1101 sub (s), §802 sub (b), §1203 sub (c) ¶2, §1306 sub (d), §102 subs (a-1) & (e-1), Lim Lil L; rpld §121-201 sub (c), §121-902 sub (d), §121-1500 sub (a) ¶(II), §121-1502 sub (f) ¶(II), §121-1300 sub (f), §121-101 subs (a-1) & (a-2), amd §§121-201, 121-902, 121-1500, 121-1502 & 121-1300, Partn L; rpld §23.03 sub 4, Arts & Cul L; add §89-k, St Fin L
Versions Introduced in Other Legislative Sessions:: 2019-2020: A7642, S3361
2021-2022: A2551, S1481

2023-A7648 (ACTIVE) - Summary

Eliminates the requirement that limited liability companies publish their articles of organization and that certain partnerships publish their registrations; establishes the department of state modernization fund.

2023-A7648 (ACTIVE) - Bill Text download pdf

                             
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   7648
 
                        2023-2024 Regular Sessions
 
                           I N  A S S E M B L Y
 
                               May 26, 2023
                                ___________
 
 Introduced  by  M.  of  A.  BURKE,  SEAWRIGHT, SILLITTI -- read once and
   referred to the Committee on Corporations, Authorities and Commissions
 
 AN ACT to amend the limited liability company law  and  the  partnership
   law,  in  relation  to  certain  publication requirements and fees; to
   amend the state finance law, in relation to establishing  the  depart-
   ment  of  state  modernization  fund;  to  repeal subdivision (a-1) of
   section 102 and section 206 of the limited liability company  law  and
   subdivision  (a-1) of section 121-101 of the partnership law, relating
   to affidavits of publication; to repeal  subdivision  (s)  of  section
   1101  of  the  limited  liability  company  law and subdivision (f) of
   section 121-1300 of the partnership law, relating to fees  for  filing
   certificates of publication; to repeal subdivision (b) of section 802,
   paragraph  2 of subdivision (c) of section 1203 and subdivision (d) of
   section 1306 of the limited liability company law and subdivision  (c)
   of section 121-201, subdivision (d) of section 121-902, paragraph (II)
   of  subdivision (a) of section 121-1500 and paragraph (II) of subdivi-
   sion (f) of section 121-1502 of the partnership law,  in  relation  to
   publication  requirements;  to repeal subdivision (e-1) of section 102
   of the limited liability company law and subdivision (a-2) of  section
   121-101  of  the partnership law, relating to certificates of publica-
   tion; and to repeal subdivision 4 of section 23.03  of  the  arts  and
   cultural affairs law, relating to theatrical production company publi-
   cation requirements
 
   THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section 1. The opening paragraph of subdivision (e) of section 1006 of
 the limited liability company law, as amended by chapter 375 of the laws
 of 1998, is amended to read as follows:
   In connection with any conversion approved under  subdivision  (c)  of
 this section, the partnership or limited partnership shall file with the
 department  of  state  a  signed  certificate  entitled  "Certificate of
 Conversion of ... (name partnership or limited partnership) to ... (name
 of limited liability company) under section  one  thousand  six  of  the
 Limited  Liability  Company Law" [and shall also satisfy the publication

  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
                                                            LBD00410-01-3
 A. 7648                             2

 requirements of section two hundred six of this chapter].  Such  certif-
 icate shall include either:
   § 2. Section 206 of the limited liability company law is REPEALED.
   §  3. Subdivision (s) of section 1101 of the limited liability company
 law is REPEALED.
   § 4. Section 209 of the limited liability company law  is  amended  to
 read as follows:
   §  209.  Filing with the department of state. (A) A signed articles of
 organization and any signed certificate of amendment  or  other  certif-
 icates  filed  pursuant  to  this  chapter  or of any judicial decree of
 amendment or cancellation shall be delivered to the department of state.
 If the instrument that is delivered  to  the  department  of  state  for
 filing  complies  as to form with the requirements of law and the filing
 fee required by any statute of this state in  connection  therewith  has
 been  paid,  the instrument shall be filed and indexed by the department
 of state. The department of state shall  not  review  such  articles  or
 certificates  for  legal  sufficiency;  its  review  shall be limited to
 determining that the form has been completed.
   (B) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS  AVAILABLE  ON
 ITS  STATE  REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF THE
 INSTRUMENTS IN A FULLY  SEARCHABLE  FORMAT  THAT  IS  AVAILABLE  TO  THE
 PUBLIC.    THE  DEPARTMENT  OF  STATE SHALL ALSO TRANSMIT A COPY OF SUCH
 INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN  DAYS  OF  FILING.  THE
 DEPARTMENT  OF  LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (C) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE  OF  ARTICLE  FILINGS
 AND  ANY  SIGNED  CERTIFICATE  OF  AMENDMENT OR OTHER CERTIFICATES FILED
 PURSUANT TO THIS CHAPTER ON ITS  STATE  REGISTER  WEBSITE,  WHICH  SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE LIMITED LIABILITY COMPA-
 NY;  (2)  THE  DATE  OF  FILING OF THE ARTICLES OF ORGANIZATION WITH THE
 DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF
 FILING OF THE ARTICLES OF ORGANIZATION, THE DATE  OF  FORMATION  OF  THE
 LIMITED LIABILITY COMPANY; (3) THE COUNTY WITHIN THE STATE, IN WHICH THE
 OFFICE  OF  THE  LIMITED  LIABILITY  COMPANY  IS LOCATED; (4) THE STREET
 ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT
 THE SECRETARY OF STATE HAS BEEN  DESIGNATED  AS  AGENT  OF  THE  LIMITED
 LIABILITY  COMPANY  UPON  WHOM  PROCESS AGAINST IT MAY BE SERVED AND THE
 POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH  THE  SECRETARY
 OF  STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED UPON HIM OR
 HER; (6) IF THE LIMITED LIABILITY COMPANY IS TO HAVE A REGISTERED AGENT,
 HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A  STATEMENT  THAT  THE
 REGISTERED  AGENT  IS  TO  BE THE AGENT OF THE LIMITED LIABILITY COMPANY
 UPON WHOM PROCESS AGAINST IT MAY BE SERVED; (7) IF THE LIMITED LIABILITY
 COMPANY IS TO HAVE A SPECIFIC DATE OF DISSOLUTION  IN  ADDITION  TO  THE
 EVENTS  OF  DISSOLUTION  SET  FORTH IN SECTION SEVEN HUNDRED ONE OF THIS
 CHAPTER, THE LATEST DATE UPON WHICH THE LIMITED LIABILITY COMPANY IS  TO
 DISSOLVE;  AND  (8)  THE  CHARACTER  OR  PURPOSE OF THE BUSINESS OF SUCH
 LIMITED LIABILITY COMPANY.
   § 5. Subdivision (b) of section 802 of the limited  liability  company
 law is REPEALED and a new subdivision (b) is added to read as follows:
   (B)(I)  THE  DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
 ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN  ELECTRONIC  COPIES  OF
 THE  INSTRUMENTS  IN  A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
 PUBLIC. THE DEPARTMENT OF STATE SHALL  ALSO  TRANSMIT  A  COPY  OF  SUCH
 INSTRUMENT  TO  THE  DEPARTMENT  OF LAW WITHIN SEVEN DAYS OF FILING. THE
 A. 7648                             3
 
 DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY  OPEN  GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (II)  THE  DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
 AND ANY SIGNED CERTIFICATE OF  AMENDMENT  OR  OTHER  CERTIFICATES  FILED
 PURSUANT  TO  THIS  CHAPTER  ON  ITS STATE REGISTER WEBSITE, WHICH SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN LIMITED  LIABIL-
 ITY COMPANY; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH
 THE  DEPARTMENT  OF  STATE  AND, IF THE DATE OF THE FORMATION IS NOT THE
 DATE OF FILING OF THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF
 THE FOREIGN LIMITED LIABILITY COMPANY; (3) THE COUNTY WITHIN THE  STATE,
 IN WHICH THE OFFICE OF THE FOREIGN LIMITED LIABILITY COMPANY IS LOCATED;
 (4) THE STREET ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A
 STATEMENT  THAT  THE  SECRETARY OF STATE HAS BEEN DESIGNATED AS AGENT OF
 THE FOREIGN LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST  IT  MAY
 BE  SERVED  AND  THE  POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO
 WHICH THE SECRETARY OF STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT
 SERVED UPON HIM OR HER; (6) IF THE FOREIGN LIMITED LIABILITY COMPANY  IS
 TO HAVE A REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE
 AND  A  STATEMENT  THAT  THE  REGISTERED AGENT IS TO BE THE AGENT OF THE
 FOREIGN LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST  IT  MAY  BE
 SERVED;  (7)  IF  THE  FOREIGN  LIMITED  LIABILITY  COMPANY IS TO HAVE A
 SPECIFIC DATE OF DISSOLUTION IN ADDITION TO THE  EVENTS  OF  DISSOLUTION
 SET  FORTH IN SECTION SEVEN HUNDRED ONE OF THIS CHAPTER, THE LATEST DATE
 UPON WHICH THE FOREIGN LIMITED LIABILITY COMPANY IS TO DISSOLVE; AND (8)
 THE CHARACTER OR PURPOSE OF THE BUSINESS OF SUCH FOREIGN LIMITED LIABIL-
 ITY COMPANY.
   § 6. Paragraph 2 of subdivision (c) of section  1203  of  the  limited
 liability company law is REPEALED and a new paragraph 2 is added to read
 as follows:
   (2)  (A) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
 ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN  ELECTRONIC  COPIES  OF
 THE  INSTRUMENTS  IN  A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
 PUBLIC. THE DEPARTMENT OF STATE SHALL  ALSO  TRANSMIT  A  COPY  OF  SUCH
 INSTRUMENT  TO  THE  DEPARTMENT  OF LAW WITHIN SEVEN DAYS OF FILING. THE
 DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY  OPEN  GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (B)  THE  DEPARTMENT  OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
 AND ANY SIGNED CERTIFICATE OF  AMENDMENT  OR  OTHER  CERTIFICATES  FILED
 PURSUANT  TO  THIS  CHAPTER  ON  ITS STATE REGISTER WEBSITE, WHICH SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME  OF  THE  PROFESSIONAL  SERVICE
 LIMITED  LIABILITY  COMPANY;  (2)  THE DATE OF FILING OF THE ARTICLES OF
 ORGANIZATION WITH THE DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMA-
 TION IS NOT THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION, THE DATE
 OF FORMATION OF THE PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY;  (3)
 THE  COUNTY  WITHIN  THE  STATE, IN WHICH THE OFFICE OF THE PROFESSIONAL
 SERVICE LIMITED LIABILITY COMPANY IS LOCATED; (4) THE STREET ADDRESS  OF
 THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT THE SECRE-
 TARY  OF  STATE HAS BEEN DESIGNATED AS AGENT OF THE PROFESSIONAL SERVICE
 LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST IT MAY BE SERVED AND
 THE POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH THE  SECRE-
 TARY  OF  STATE  SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED UPON
 HIM OR HER; (6) IF THE PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY IS
 TO HAVE A REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE
 AND A STATEMENT THAT THE REGISTERED AGENT IS TO  BE  THE  AGENT  OF  THE
 A. 7648                             4
 
 PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST
 IT  MAY  BE  SERVED;  (7)  IF THE PROFESSIONAL SERVICE LIMITED LIABILITY
 COMPANY IS TO HAVE A SPECIFIC DATE OF DISSOLUTION  IN  ADDITION  TO  THE
 EVENTS  OF  DISSOLUTION  SET  FORTH IN SECTION SEVEN HUNDRED ONE OF THIS
 CHAPTER, THE LATEST DATE UPON WHICH  THE  PROFESSIONAL  SERVICE  LIMITED
 LIABILITY  COMPANY  IS  TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF
 THE BUSINESS OF SUCH PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY.
   § 7. Subdivision (d) of section 1306 of the limited liability  company
 law is REPEALED and a new subdivision (d) is added to read as follows:
   (D)(I)  THE  DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
 ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN  ELECTRONIC  COPIES  OF
 THE  INSTRUMENTS  IN  A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
 PUBLIC. THE DEPARTMENT OF STATE SHALL  ALSO  TRANSMIT  A  COPY  OF  SUCH
 INSTRUMENT  TO  THE  DEPARTMENT  OF LAW WITHIN SEVEN DAYS OF FILING. THE
 DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY  OPEN  GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (II)  THE  DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
 AND ANY SIGNED CERTIFICATE OF  AMENDMENT  OR  OTHER  CERTIFICATES  FILED
 PURSUANT  TO  THIS  CHAPTER  ON  ITS STATE REGISTER WEBSITE, WHICH SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME  OF  THE  FOREIGN  PROFESSIONAL
 SERVICE  LIMITED  LIABILITY COMPANY; (2) THE DATE OF FILING OF THE ARTI-
 CLES OF ORGANIZATION WITH THE DEPARTMENT OF STATE AND, IF  THE  DATE  OF
 THE FORMATION IS NOT THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION,
 THE  DATE  OF  FORMATION  OF  THE  FOREIGN  PROFESSIONAL SERVICE LIMITED
 LIABILITY COMPANY; (3) THE COUNTY WITHIN THE STATE, IN WHICH THE  OFFICE
 OF  THE  FOREIGN  PROFESSIONAL  SERVICE  LIMITED  LIABILITY  COMPANY  IS
 LOCATED; (4) THE STREET ADDRESS OF THE PRINCIPAL BUSINESS  LOCATION,  IF
 ANY;  (5) A STATEMENT THAT THE SECRETARY OF STATE HAS BEEN DESIGNATED AS
 AGENT OF THE FOREIGN PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY UPON
 WHOM PROCESS AGAINST IT MAY BE SERVED AND THE POST OFFICE ADDRESS WITHIN
 OR WITHOUT THE STATE TO WHICH THE SECRETARY OF STATE SHALL MAIL  A  COPY
 OF  ANY  PROCESS  AGAINST  IT SERVED UPON HIM OR HER; (6) IF THE FOREIGN
 PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY IS TO HAVE  A  REGISTERED
 AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A STATEMENT THAT
 THE  REGISTERED  AGENT  IS  TO  BE THE AGENT OF THE FOREIGN PROFESSIONAL
 SERVICE LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST  IT  MAY  BE
 SERVED; (7) IF THE FOREIGN PROFESSIONAL SERVICE LIMITED LIABILITY COMPA-
 NY  IS  TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDITION TO THE EVENTS
 OF DISSOLUTION SET FORTH IN SECTION SEVEN HUNDRED ONE OF  THIS  CHAPTER,
 THE  LATEST  DATE  UPON  WHICH  THE FOREIGN PROFESSIONAL SERVICE LIMITED
 LIABILITY COMPANY IS TO DISSOLVE; AND (8) THE CHARACTER  OR  PURPOSE  OF
 THE  BUSINESS  OF  SUCH  FOREIGN  PROFESSIONAL SERVICE LIMITED LIABILITY
 COMPANY.
   § 8. Section 1101 of the limited liability company law is  amended  by
 adding a new subdivision (w) to read as follows:
   (W)  FOR  THE  ELECTRONIC  PUBLICATION OF ANY DOCUMENTS REQUIRED TO BE
 FILED WITH THE DEPARTMENT PURSUANT TO SECTION TWO  HUNDRED  NINE,  EIGHT
 HUNDRED  TWO, TWELVE HUNDRED THREE OR THIRTEEN HUNDRED SIX OF THIS CHAP-
 TER, FIFTY DOLLARS.
   § 9. Subdivisions (a-1) and  (e-1)  of  section  102  of  the  limited
 liability company law are REPEALED.
   §  10.  Subdivision  (c)  of section 121-201 of the partnership law is
 REPEALED and a new subdivision (c) is added to read as follows:
   (C)(I) THE DEPARTMENT OF STATE SHALL MAKE SUCH  INSTRUMENTS  AVAILABLE
 ON  ITS  STATE  REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
 A. 7648                             5
 
 THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS  AVAILABLE  TO  THE
 PUBLIC.  THE  DEPARTMENT  OF  STATE  SHALL  ALSO TRANSMIT A COPY OF SUCH
 INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN  DAYS  OF  FILING.  THE
 DEPARTMENT  OF  LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (II) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF  ARTICLE  FILINGS
 AND  ANY  SIGNED  CERTIFICATE  OF  AMENDMENT OR OTHER CERTIFICATES FILED
 PURSUANT TO THIS CHAPTER ON ITS  STATE  REGISTER  WEBSITE,  WHICH  SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE LIMITED PARTNERSHIP; (2)
 THE  DATE  OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE DEPARTMENT
 OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF FILING  OF
 THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF THE LIMITED PART-
 NERSHIP;  (3)  THE  COUNTY  WITHIN THE STATE, IN WHICH THE OFFICE OF THE
 LIMITED PARTNERSHIP IS LOCATED; (4) THE STREET ADDRESS OF THE  PRINCIPAL
 BUSINESS  LOCATION,  IF ANY; (5) A STATEMENT THAT THE SECRETARY OF STATE
 HAS BEEN DESIGNATED AS AGENT OF THE LIMITED PARTNERSHIP UPON WHOM  PROC-
 ESS AGAINST IT MAY BE SERVED AND THE POST OFFICE ADDRESS WITHIN OR WITH-
 OUT  THE  STATE TO WHICH THE SECRETARY OF STATE SHALL MAIL A COPY OF ANY
 PROCESS AGAINST IT SERVED UPON HIM OR HER; (6) IF THE  LIMITED  PARTNER-
 SHIP  IS  TO HAVE A REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN
 THE STATE AND A STATEMENT THAT THE REGISTERED AGENT IS TO BE  THE  AGENT
 OF  THE  LIMITED PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED;
 (7) IF THE LIMITED PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF DISSOLUTION
 IN ADDITION TO THE EVENTS OF DISSOLUTION SET FORTH  IN  ARTICLE  SIX  OF
 THIS  CHAPTER,  THE LATEST DATE UPON WHICH THE LIMITED PARTNERSHIP IS TO
 DISSOLVE; AND (8) THE CHARACTER OR  PURPOSE  OF  THE  BUSINESS  OF  SUCH
 LIMITED PARTNERSHIP.
   §  11.  Subdivision  (d)  of section 121-902 of the partnership law is
 REPEALED and a new subdivision (d) is added to read as follows:
   (D) (I) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS  AVAILABLE
 ON  ITS  STATE  REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
 THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS  AVAILABLE  TO  THE
 PUBLIC.  THE  DEPARTMENT  OF  STATE  SHALL  ALSO TRANSMIT A COPY OF SUCH
 INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN  DAYS  OF  FILING.  THE
 DEPARTMENT  OF  LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (II) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF  ARTICLE  FILINGS
 AND  ANY  SIGNED  CERTIFICATE  OF  AMENDMENT OR OTHER CERTIFICATES FILED
 PURSUANT TO THIS CHAPTER ON ITS  STATE  REGISTER  WEBSITE,  WHICH  SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN LIMITED PARTNER-
 SHIP;  (2)  THE  DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE
 DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF
 FILING OF THE ARTICLES OF ORGANIZATION, THE DATE  OF  FORMATION  OF  THE
 FOREIGN  LIMITED  PARTNERSHIP; (3) THE COUNTY WITHIN THE STATE, IN WHICH
 THE OFFICE OF THE FOREIGN LIMITED PARTNERSHIP IS LOCATED; (4) THE STREET
 ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT
 THE SECRETARY OF STATE HAS BEEN  DESIGNATED  AS  AGENT  OF  THE  FOREIGN
 LIMITED  PARTNERSHIP  UPON WHOM PROCESS AGAINST IT MAY BE SERVED AND THE
 POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH  THE  SECRETARY
 OF  STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED UPON HIM OR
 HER; (6) IF THE FOREIGN LIMITED PARTNERSHIP  IS  TO  HAVE  A  REGISTERED
 AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A STATEMENT THAT
 THE  REGISTERED AGENT IS TO BE THE AGENT OF THE FOREIGN LIMITED PARTNER-
 SHIP UPON WHOM PROCESS AGAINST IT MAY BE  SERVED;  (7)  IF  THE  FOREIGN
 A. 7648                             6
 
 LIMITED  PARTNERSHIP  IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDI-
 TION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX OF THIS CHAP-
 TER, THE LATEST DATE UPON WHICH THE FOREIGN LIMITED  PARTNERSHIP  IS  TO
 DISSOLVE;  AND  (8)  THE  CHARACTER  OR  PURPOSE OF THE BUSINESS OF SUCH
 FOREIGN LIMITED PARTNERSHIP.
   § 12. Paragraph (II) of subdivision (a) of  section  121-1500  of  the
 partnership law is REPEALED and a new paragraph (II) is added to read as
 follows:
   (II)(A)  THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
 ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN  ELECTRONIC  COPIES  OF
 THE  INSTRUMENTS  IN  A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
 PUBLIC. THE DEPARTMENT OF STATE SHALL  ALSO  TRANSMIT  A  COPY  OF  SUCH
 INSTRUMENT  TO  THE  DEPARTMENT  OF LAW WITHIN SEVEN DAYS OF FILING. THE
 DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY  OPEN  GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (B)  THE  DEPARTMENT  OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
 AND ANY SIGNED CERTIFICATE OF  AMENDMENT  OR  OTHER  CERTIFICATES  FILED
 PURSUANT  TO  THIS  CHAPTER  ON  ITS STATE REGISTER WEBSITE, WHICH SHALL
 INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE LIMITED LIABILITY  PART-
 NERSHIP; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE
 DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF
 FILING  OF  THE  ARTICLES  OF ORGANIZATION, THE DATE OF FORMATION OF THE
 LIMITED LIABILITY PARTNERSHIP; (3) THE COUNTY WITHIN THE STATE, IN WHICH
 THE OFFICE OF THE LIMITED LIABILITY  PARTNERSHIP  IS  LOCATED;  (4)  THE
 STREET  ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATE-
 MENT THAT THE SECRETARY OF STATE HAS BEEN DESIGNATED  AS  AGENT  OF  THE
 LIMITED LIABILITY PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED
 AND  THE  POST  OFFICE  ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH THE
 SECRETARY OF STATE SHALL MAIL A COPY OF ANY PROCESS  AGAINST  IT  SERVED
 UPON  HIM  OR HER; (6) IF THE LIMITED LIABILITY PARTNERSHIP IS TO HAVE A
 REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN  THE  STATE  AND  A
 STATEMENT  THAT  THE  REGISTERED AGENT IS TO BE THE AGENT OF THE LIMITED
 LIABILITY PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED; (7) IF
 THE LIMITED LIABILITY PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF  DISSOL-
 UTION  IN ADDITION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX
 OF THIS CHAPTER, THE LATEST DATE UPON WHICH THE LIMITED LIABILITY  PART-
 NERSHIP IS TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS
 OF SUCH LIMITED LIABILITY PARTNERSHIP.
   §  13.  Paragraph  (II)  of subdivision (f) of section 121-1502 of the
 partnership law is REPEALED and a new paragraph (II) is added to read as
 follows:
   (II)(A) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS  AVAILABLE
 ON  ITS  STATE  REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
 THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS  AVAILABLE  TO  THE
 PUBLIC.  THE  DEPARTMENT  OF  STATE  SHALL  ALSO TRANSMIT A COPY OF SUCH
 INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN  DAYS  OF  FILING.  THE
 DEPARTMENT  OF  LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
 MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
 FROM THE DEPARTMENT OF STATE.
   (B) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE  OF  ARTICLE  FILINGS
 AND  ANY  SIGNED  CERTIFICATE  OF  AMENDMENT OR OTHER CERTIFICATES FILED
 PURSUANT TO THIS CHAPTER ON ITS  STATE  REGISTER  WEBSITE,  WHICH  SHALL
 INCLUDE  WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN LIMITED LIABIL-
 ITY PARTNERSHIP; (2) THE DATE OF FILING OF THE ARTICLES OF  ORGANIZATION
 WITH  THE  DEPARTMENT  OF STATE AND, IF THE DATE OF THE FORMATION IS NOT
 A. 7648                             7
 
 THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION, THE DATE  OF  FORMA-
 TION OF THE FOREIGN LIMITED LIABILITY PARTNERSHIP; (3) THE COUNTY WITHIN
 THE STATE, IN WHICH THE OFFICE OF THE FOREIGN LIMITED LIABILITY PARTNER-
 SHIP  IS  LOCATED;  (4)  THE  STREET  ADDRESS  OF THE PRINCIPAL BUSINESS
 LOCATION, IF ANY; (5) A STATEMENT THAT THE SECRETARY OF STATE  HAS  BEEN
 DESIGNATED  AS  AGENT  OF THE FOREIGN LIMITED LIABILITY PARTNERSHIP UPON
 WHOM PROCESS AGAINST IT MAY BE SERVED AND THE POST OFFICE ADDRESS WITHIN
 OR WITHOUT THE STATE TO WHICH THE SECRETARY OF STATE SHALL MAIL  A  COPY
 OF  ANY  PROCESS  AGAINST  IT SERVED UPON HIM OR HER; (6) IF THE FOREIGN
 LIMITED LIABILITY PARTNERSHIP IS TO HAVE A REGISTERED AGENT, HIS OR  HER
 NAME  AND  ADDRESS  WITHIN THE STATE AND A STATEMENT THAT THE REGISTERED
 AGENT IS TO BE THE AGENT OF THE FOREIGN  LIMITED  LIABILITY  PARTNERSHIP
 UPON  WHOM  PROCESS AGAINST IT MAY BE SERVED; (7) IF THE FOREIGN LIMITED
 LIABILITY PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDI-
 TION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX OF THIS CHAP-
 TER, THE LATEST DATE UPON WHICH THE FOREIGN LIMITED  LIABILITY  PARTNER-
 SHIP IS TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS OF
 SUCH FOREIGN LIMITED LIABILITY PARTNERSHIP.
   §  14.  Subdivision  (f) of section 121-1300 of the partnership law is
 REPEALED.
   § 15. Section 121-1300 of the partnership law is amended by  adding  a
 new subdivision (t) to read as follows:
   (T)  FOR  THE  ELECTRONIC  PUBLICATION OF ANY DOCUMENTS REQUIRED TO BE
 FILED WITH THE DEPARTMENT PURSUANT TO SECTION 121-202, 121-902, 121-1500
 OR 121-1502 OF THIS CHAPTER, FIFTY DOLLARS.
   § 16. Subdivisions (a-1) and (a-2) of section 121-101 of the  partner-
 ship law are REPEALED.
   §  17. Subdivision 4 of section 23.03 of the arts and cultural affairs
 law is REPEALED.
   § 18. The state finance law is amended by adding a new section 89-k to
 read as follows:
   § 89-K. DEPARTMENT OF STATE MODERNIZATION FUND.  1.  THERE  IS  HEREBY
 ESTABLISHED IN THE CUSTODY OF THE COMPTROLLER A SPECIAL FUND TO BE KNOWN
 AS THE "DEPARTMENT OF STATE MODERNIZATION FUND". THE MONEYS IN SUCH FUND
 SHALL  BE  AVAILABLE  FOR  PAYMENT OF ANY AND ALL COSTS AND EXPENDITURES
 INCURRED IN PERFORMING MODERNIZATION AND SECURITY OF THE  DEPARTMENT  OF
 STATE'S  PUBLIC-FACING WEBSITE, AND FOR DEVELOPING ALTERNATIVES TO PHYS-
 ICAL PUBLICATION OF DOCUMENTS REQUIRED TO BE FILED PURSUANT  TO  ARTICLE
 ELEVEN  OF  THE  LIMITED  LIABILITY  COMPANY  LAW,  INCLUDING  COSTS AND
 EXPENSES INCIDENTAL AND APPURTENANT THERETO.
   2. MONEYS IN THE FUND SHALL BE KEPT SEPARATELY FROM AND SHALL  NOT  BE
 COMMINGLED  WITH  ANY  OTHER  MONEYS  IN  THE CUSTODY OF THE STATE COMP-
 TROLLER.
   3. THE FUND SHALL CONSIST OF THE REVENUES  REQUIRED  TO  BE  DEPOSITED
 THEREIN  PURSUANT TO THE PROVISIONS OF SUBDIVISION (W) OF SECTION ELEVEN
 HUNDRED ONE OF THE LIMITED LIABILITY COMPANY LAW AND SUBDIVISION (T)  OF
 SECTION  121-1300  OF THE PARTNERSHIP LAW, AND ALL OTHER MONEYS CREDITED
 OR TRANSFERRED THERETO FROM ANY OTHER FUND OR SOURCE PURSUANT TO LAW.
   4. THE MONEYS IN SUCH FUND SHALL BE APPROPRIATED  BY  THE  LEGISLATURE
 AND PAID OUT ON THE WARRANT OF THE STATE COMPTROLLER.
   §  19.  This  act  shall  take effect on the one hundred eightieth day
 after it shall have become a law. Effective  immediately  the  addition,
 amendment  and/or  repeal  of  any  rule or regulation necessary for the
 implementation of this act on its effective date are  authorized  to  be
 made and completed on or before such date.

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Assembly Bill A7648

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