Get Full Government Meeting Transcripts, Videos, & Alerts Forever!
Get email alerts on the Business Entity Filings topic
No spam. Unsubscribe anytime.
Committee reviews House Bill 2117 to streamline business filings and change registered-agent records access
Summary
House Bill 2117 would revise Kansas business filing statutes across chapters for business trusts, foreign corporations, professional entities, registered agents and limited partnerships; supporters told the committee the changes reduce administrative burdens and allow professional entities to use the Business Entity Transaction Act.
House Bill 2117 drew explanation from committee staff and the Deputy Secretary of State, who described the measure as a bundle of technical updates to multiple business-entity statutes intended to simplify filings and reduce avoidable rejections.
“House bill 21 17 as introduced would make various amendments to chapter 17, which covers corporations, and chapter, 56, which covers partnerships,” the committee staff presenter said in opening remarks. The bill would amend filing procedures and fee authorities for several entity types and remove an express exemption from public-record protections for certain registered-agent contact information.
Key changes laid out in testimony include:
- Business trusts: replace the current requirement to file a certified corporate resolution to surrender authority with a one-page certificate of dissolution or withdrawal executed by an authorized person; the $20 withdrawal fee would be replaced by the statutory dissolution fee (testimony noted that the statute caps that fee at $150).
- Foreign corporations: replace the present requirement to file a certificate (often supplied from another state with varying formats) with a form prescribed by the Secretary of State to collect consistent information for the public record.
- Professional entities: allow professional corporations and professional limited liability companies that render professional services to participate in transactions under the Business Entity Transaction Act, eliminating a previously categorical prohibition.
- Registered agents: remove the current express exemption (added by a prior bill) that kept registered-agent contact information from being treated as a public record; the bill would require the contact information to be submitted without the exemption.
- Limited partnerships: remove the statutory requirement that a certificate of limited partnership include a dissolution date, bringing limited partnerships in line with other entity types that may be perpetual.
- Fees: allow the Secretary of State to set formation and other fees by rule and regulation up to the current $150 statutory ceiling rather than fixing specific dollar amounts in statute.
Clay Barker, deputy secretary of state, told the committee the office develops these changes by reviewing frequent causes of filing rejection and consulting with corporate lawyers and bankers. “Every August and September, I sit down with our business services people and we go over the top reasons why filings were rejected by our office,” Barker said. He added the package began with roughly 20 ideas and was narrowed to six for the bill.
Senator Clement questioned whether the changes would make it easier for out-of-state professional firms to transfer or reorganize into Kansas, using a law firm example. Barker said the changes would reduce the number of separate transactions required when a professional entity domesticates into Kansas and changes its corporate form.
Committee members did not record opposition or neutral testimony in the hearing. The transcript shows the committee closed the hearing on HB 2117 and planned a follow-up meeting to schedule work sessions on pending bills; no committee vote on HB 2117 was recorded in the hearing transcript.
