SB810,372,24 22(2) If a petitioner under sub. (1) is not the limited liability company or foreign
23limited liability company to which the record pertains, the petitioner shall make the
24company or foreign company a party to the action.
SB810,372,25 25(3) A record filed under sub. (1) (c) is effective without being signed.
SB810,373,4
1183.0205 Liability for inaccurate information in filed record. (1) If a
2record delivered to the department for filing under this chapter and filed by the
3department contains inaccurate information, a person that suffers loss by reliance
4on the information may recover damages for the loss from any of the following:
SB810,373,65 (a) A person that signed the record, or caused another to sign it on the person's
6behalf, and knew the information to be inaccurate at the time the record was signed.
SB810,373,97 (b) Subject to sub. (2), a member of a member-managed limited liability
8company or a manager of a manager-managed limited liability company if all of the
9following apply:
SB810,373,1010 1. The record was delivered for filing on behalf of the company.
SB810,373,1311 2. The member or manager knew or had notice of the inaccuracy for a
12reasonably sufficient time before the information was relied upon so that, before the
13reliance, the member or manager reasonably could have done any of the following:
SB810,373,1414 a. Effected an amendment under s. 183.0202.
SB810,373,1515 b. Filed a petition under s. 183.0204.
SB810,373,1716 c. Delivered to the department for filing a statement of change under s.
17183.0116 or a statement of correction under s. 183.0209.
SB810,373,24 18(2) To the extent the operating agreement of a member-managed limited
19liability company expressly relieves a member of responsibility for maintaining the
20accuracy of information contained in records delivered on behalf of the company to
21the department for filing under this chapter and imposes that responsibility on one
22or more other members, the liability stated in sub. (1) (b) applies to those other
23members and not to the member that the operating agreement relieves of the
24responsibility.
SB810,374,3
1(3) An individual who signs a record authorized or required to be filed under
2this chapter affirms under penalty of perjury that the information stated in the
3record is accurate.
SB810,374,6 4183.0206 Filing requirements. (1) Subject to sub. (1m), to be filed by the
5department pursuant to this chapter, a record must be received by the department,
6comply with this chapter, and satisfy all of the following:
SB810,374,77 (a) The filing of the record must be required or permitted by this chapter.
SB810,374,98 (b) The record must be physically delivered in written form unless and to the
9extent the department permits electronic delivery of records.
SB810,374,1210 (c) The words in the record must be in English, and numbers must be in Arabic
11or Roman numerals, but the name of an entity need not be in English if written in
12English letters or Arabic or Roman numerals.
SB810,374,1413 (d) The record must be signed by a person authorized or required under this
14chapter to sign the record.
SB810,374,1815 (e) The record must state the name and capacity, if any, of each individual who
16signed it, either on behalf of the individual or the person authorized or required to
17sign the record, but need not contain a seal, attestation, acknowledgment, or
18verification.
SB810,374,1919 (f) The record must contain the name of the drafter, if required by s. 182.01 (3).
SB810,374,22 20(1m) The department may waive any of the requirements of sub. (1) (a) to (f)
21if it appears from the face of the document that the document's failure to satisfy the
22requirement is immaterial.
SB810,375,2 23(2) If law other than this chapter prohibits the disclosure by the department
24of information contained in a record delivered to the department for filing, the

1department shall file the record if the record otherwise complies with this chapter
2but may redact the information.
SB810,375,5 3(3) When a record is delivered to the department for filing, any fee required
4under this chapter and any fee, interest, or penalty required to be paid to the
5department must be paid in a manner permitted by the department.
SB810,375,7 6(5) The department may provide forms for filings required or permitted to be
7made by this chapter and may require their use.
SB810,375,10 8183.0207 Effective date and time. Except as otherwise provided in s.
9183.0208 and subject to s. 183.0209 (4), a record filed under this chapter is effective
10as follows:
SB810,375,12 11(1) Except as provided in subs. (2) and (3), on the date that it is received by the
12department for filing and at any of the following times on that date:
SB810,375,1313 (a) The time of day specified in the document as its effective time.
SB810,375,1414 (b) If no effective time is specified, at the close of business.
SB810,375,16 15(2) The date that a document is received by the department is determined by
16the department's endorsement on the original document under s. 183.0210 (2).
SB810,375,22 17(3) A document may specify a delayed effective date and time, except the
18effective date may not be more than 90 days after the date that it is received for filing.
19If a document specifies a delayed effective date and time in accordance with this
20subsection, the document is effective at the time and date specified. If a delayed
21effective date, but no time, is specified, the document is effective at the close of
22business on that date.