SB810,424,2522 1. All fees and other charges that would have been imposed by this chapter on
23the foreign limited liability company had it properly filed a foreign registration
24statement as required by this section and thereafter filed all reports required by this
25chapter.
SB810,425,1
12. Fifty percent of the amount owed under subd. 1. or $5,000, whichever is less.
SB810,425,62 (b) The foreign limited liability company shall pay the amount owed under par.
3(a) to the department, and the department may not file a foreign registration
4statement for the foreign limited liability company until the amount owed is paid.
5The attorney general may enforce a foreign limited liability company's obligation to
6pay to the department any amount owed under this subsection.
SB810,425,9 7183.0903 Foreign registration statement. To register to do business in this
8state, a foreign limited liability company must deliver a foreign registration
9statement to the department for filing. The statement must state all of the following:
SB810,425,11 10(1) The name of the company and, if the name does not comply with s. 183.0112,
11a fictitious name adopted pursuant to s. 183.0906 (1).
SB810,425,12 12(2) That the company is a foreign limited liability company.
SB810,425,13 13(3) The jurisdiction of the company's governing law.
SB810,425,17 14(4) The street and mailing addresses of the company's principal office and, if
15the company's governing law requires the company to maintain an office in the
16jurisdiction of such governing law, the street and mailing addresses of the required
17office.
SB810,425,19 18(5) The address of the company's registered office in this state and the name
19and e-mail address of its registered agent at that office.
SB810,425,23 20183.0904 Amendment or cancellation of foreign registration
21statement.
A registered foreign limited liability company shall deliver to the
22department for filing an amendment to, or cancellation of, as appropriate, its foreign
23registration statement if there is a change in any of the following:
SB810,425,25 24(1) The name of the company and, if the name does not comply with s. 183.0112,
25a fictitious name adopted pursuant to s. 183.0906 (1).
SB810,426,1
1(1m) The company's status as a foreign limited liability company.
SB810,426,2 2(2) The jurisdiction of the company's governing law.
SB810,426,3 3(3) An address required by s. 183.0903 (4).
SB810,426,5 4(4) The information required by s. 183.0903 (5), unless this information has
5previously been changed pursuant to s. 183.0116 or 183.0212.
SB810,426,8 6183.0905 Activities not constituting doing business. (1) Activities of a
7foreign limited liability company which do not constitute doing business in this state
8under this subchapter include all of the following:
SB810,426,109 (a) Maintaining, defending, mediating, arbitrating, or settling an action or
10proceeding.
SB810,426,1211 (b) Carrying on any activity concerning its internal affairs, including holding
12meetings of its members or managers.
SB810,426,1313 (c) Maintaining accounts in financial institutions.
SB810,426,1614 (d) Maintaining offices or agencies for the transfer, exchange, and registration
15of securities of the company or maintaining trustees or depositaries with respect to
16those securities.
SB810,426,1717 (e) Selling through independent contractors.
SB810,426,1918 (f) Soliciting or obtaining orders by any means if the orders require acceptance
19outside this state before they become contracts.
SB810,426,2120 (g) Creating or acquiring indebtedness, mortgages, or security interests in
21property.
SB810,426,2322 (h) Securing or collecting debts or enforcing mortgages or security interests in
23property securing the debts and holding, protecting, or maintaining property.
SB810,426,2524 (i) Conducting an isolated transaction that is not in the course of similar
25transactions.
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1(j) Owning, without more, property.
SB810,427,22 (k) Doing business in interstate commerce.
SB810,427,4 3(2) A person does not do business in this state solely by being a member or
4manager of a foreign limited liability company that does business in this state.
SB810,427,7 5(3) This section does not apply in determining the contacts or activities that
6may subject a foreign limited liability company to service of process, taxation, or
7regulation under law of this state other than this chapter.