COMMITTEE ON LEGISLATIVE RESEARCH

OVERSIGHT DIVISION



FISCAL NOTE



L.R. NO.: 2777-03

BILL NO.: SB-896

SUBJECT: Corporations: Business and Commerce

TYPE: Original

DATE: February 24, 2000




FISCAL SUMMARY



ESTIMATED NET EFFECT ON STATE FUNDS
FUND AFFECTED FY 2001 FY 2002 FY 2003
General Revenue $0 to ($65,813) (unknown) (unknown)
Total Estimated

Net Effect on All

State Funds*

$0 to ($65,813) (unknown) (unknown)

*Costs are expected to be less than $65,813.

ESTIMATED NET EFFECT ON FEDERAL FUNDS
FUND AFFECTED FY 2001 FY 2002 FY 2003
Total Estimated

Net Effect on All

Federal Funds

$0 $0 $0



ESTIMATED NET EFFECT ON LOCAL FUNDS
FUND AFFECTED FY 2001 FY 2002 FY 2003
Local Government $0 $0 $0

Numbers within parentheses: ( ) indicate costs or losses.

This fiscal note contains 3 pages.



FISCAL ANALYSIS



ASSUMPTION



Department of Revenue assumes no fiscal impact.



Department of Insurance assumes no fiscal impact.



Officials of the Office of Secretary of State stated this proposal requires limited liability and limited partnership companies to publish notice of dissolution in the Missouri Register if they want to bar unknown claims against their company. Officials stated that last year approximately 2925 voluntary dissolutions were filed with the Secretary of State. Officials assume some but not all of these dissolving companies would publish notice to bar unknown claims. Officials stated that they have no record of the number of companies that actually publish such a notice, however, the estimated cost of publishing one page in the Missouri Register is $22.50.



The maximum estimated cost based on 1999 records if every dissolving company chose to publish would be $65,813, but the actual cost would be some amount less than this number, since it is unlikely that every company would publish notice. For FY2001 cost of publication will be shown as $0 to $65,813 and for FY2002 and FY2003 cost will be shown as (unknown). Officials assume that each year cost would decrease.



FISCAL IMPACT - State Government FY 2001

(10 Mo.)

FY 2002 FY 2003
GENERAL REVENUE FUND
Cost to Secretary of State

for publication cost *

$0 to

(65,813)



(unknown)


(unknown)

*Number of filings for publication are expected to decrease each year, therefore, costs in FY2002 and FY2003 should be less than in FY2001. Costs in FY2001 are estimated to be less than$65,813.



FISCAL IMPACT - Local Government FY 2001

(10 Mo.)

FY 2002 FY 2003
$0 $0 $0



FISCAL IMPACT - Small Business



No direct fiscal impact to small businesses would be expected as a result of this proposal.



DESCRIPTION



This act makes several changes to laws relating to limited liability companies (LLC) and limited liability partnerships (LLP).

LIMITED LIABILITY COMPANIES

Notice requirements for winding up a dissolved LLC would require publication in the Missouri Register. The requirement to provide local notice is deleted.

LIMITED LIABILITY PARTNERSHIPS

Allows LLPs to be perpetual in their existence. Current law limits existence to a number of years.

Adds notice of winding up and publishing requirements for LLP's which is similar to that for LLCs.

GENERAL BUSINESS ORGANIZATIONS

Notice requirements for winding up a dissolved corporation would require publication in the Missouri Register. The requirement to provide local notice is deleted.



This legislation is not federally mandated, would not duplicate any other program and would not require additional capital improvements or rental space.



SOURCES OF INFORMATION



Secretary of State

Department of Insurance

Department of Revenue











Jeanne Jarrett, CPA

Director

February 24, 2000