181.0103 (21m) “Registered agent" means an agent of a corporation or foreign corporation that is authorized to receive service of any process, notice, or demand required or permitted by law to be served on the corporation or foreign corporation.

258,399 Section 399 . 181.0103 (23m) of the statutes is created to read:

181.0103 (23m) “State" means a state of the United States, the District of Columbia, Puerto Rico, the U.S. Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States.

258,400 Section 400 . 181.0103 (24m) of the statutes is created to read:

181.0103 (24m) “Transfer" includes all of the following:

(e) An encumbrance, including a mortgage or security interest.

(g) A transfer by operation of law.

258,401 Section 401. 181.0105 of the statutes is created to read:

181.0105 Knowledge; notice. (1) A person knows a fact if any of the following applies:

(a) The person has actual knowledge of the fact.

(b) The person is deemed to know the fact under law other than this chapter.

(2) A person has notice of a fact if the person has reason to know the fact from all the facts known to the person at the time in question.

(3) Subject to s. 181.0212 (7) or the law other than this chapter, a person notifies another person of a fact by taking steps reasonably required to inform the other person in ordinary course, whether or not those steps cause the other person to know the fact.

(4) This subsection applies to notice that is required under this chapter and that is made subject to this subsection by express reference to this subsection. Written notice is effective at the earliest of the following:

(b) Five days after its deposit in the U.S. mail, if mailed postpaid and correctly addressed.

(c) On the date shown on the return receipt, if sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee.

(d) For notices from the department, upon successful transmission by e-mail as provided in this chapter.

258,402 Section 402. 181.0107 of the statutes is created to read:

181.0107 Governing law. The law of this state governs all of the following:

(1) The internal affairs of a corporation.

(2) The liability of a member as member and a director as director for a debt, obligation, or other liability of a corporation.

258,403 Section 403. 181.0120 of the statutes is repealed.

258,404 Section 404. 181.0121 (1) (a) 3. of the statutes is amended to read: