HB 2508 - Hudson, Brad
Modifies provisions relating to entities regulated by the Secretary of State
Bill Details
Sponsor
LR Number
6075S.06T
Title
SS SCS HCS HB 2508
House Handler
Journal Page
Effective Date
August 28, 2026
Committee
Current Status
Delivered to Governor
Quick Links
Amendments
CURRENT BILL SUMMARY
SS/SCS/HCS/HB 2508 - This act modifies provisions relating to entities regulated by the Secretary of State (SOS).
CERTIFICATES OF GOOD STANDING (Sections 347.044 and 347.186)
A new provision is created allowing any person to apply to the Secretary of State (SOS) to furnish a certificate of good standing for a domestic limited liability company, a foreign limited liability company, a domestic limited liability company series, or a foreign limited liability company series. A certificate of good standing issued by the SOS may be relied upon as prima facie evidence that the domestic or foreign limited liability company is in existence or is authorized to transact business in this state.
The act provides that, not later than January 31, 2027, each series of a limited liability company shall be individually profiled, maintained, and searchable as a business entity on the business services website of the SOS in the same manner that a non-series entity is profiled, maintained, and searchable.
These provisions are identical to the truly agreed to SCS/SB 1142 (2026), certain provisions in HCS/HB 1713 (2026), and certain provisions in HCS/HB 3116 (2026).
LIMITED LIABILITY COMPANIES - PROPERTY OWNED IN ST. LOUIS COUNTY (Section 347.048)
Under current law, any limited liability company that owns and rents or leases real property, or owns unoccupied real property shall file an affidavit listing the name and street address of at least one natural person who has management control and responsibility for the real property owned and leased or rented by the limited liability company, or owned by the limited liability company and unoccupied, if such real property is located within the cities of Kansas City, Independence, Columbia, and St. Joseph.
This act creates a similar process for St. Louis County, provided that the affidavit requirement does not attach to the limited liability company until:
• The real property has been cited by the political subdivision in violation of an ordinance on two occasions at the same property location; and
• There has been an unsuccessful attempt at resolution between the registered agent of the LLC and the political subdivision with respect to the ordinance violation resulting in either the cause of the violation being rectified or the fine, penalty, or other respective sanction having been satisfied.
This provision is similar to a provision in SS/SCS/SB 1001 (2026), HB 2346 (2026), and a provision in SCS/HB 3000 (2026).
DISSOLUTION OF LLCs (Section 347.143)
On application by or for a member of an LLC, the circuit court for the county in which the registered office of the LLC is located may decree dissolution of an LLC if the court determines:
• It is not reasonably practicable to carry on the business in conformity with the operating agreement;
• Dissolution is reasonably necessary for the protection of the rights or interests of the complaining members;
• The business of the LLC has been abandoned;
• The management of the LLC is deadlocked or subject to internal dissension;
• The business operations of the LLC are substantially impaired; or
• Those in control of the LLC have been found guilty of, or have knowingly countenanced, persistent and pervasive fraud, mismanagement, or abuse of authority.
This provision is identical to a provision HCS/HB 1713 (2026), in HCS/HB 3116 (2026), in SCS/HCS/HB 176 (2025), HCS/HB 83 (2025), HB 125 (2025), and in SCS/HCS/HB 615 (2025), and is similar to a provision in SB 352 (2025), in SCS/SB 897 (2024), HB 1458 (2024), in SCS/HCS/HB 2064 & HCS#2/HB 1886 (2024), in CCS/HCS/SS/SCS/SB 72 (2023), HB 85 (2023), HB 278 (2023), SB 401 (2023), and SB 475 (2023).
This act contains a severability clause.
SCOTT SVAGERA