Rep. Norm Thurston — Voting Record

Bill

Number

S.B. 231 (2017GS)

Sponsor

Sen. Hillyard, L.

Final action

Governor Signed 3/17/2017

Outcome

Became law — signed by Gov. Gary R. Herbert

Summary

What it does

• This bill:
• provides that the division may reinstate a dissolved corporation or a dissolved nonprofit corporation that owes taxes, fees, or penalties to the State Tax Commission if the corporation or nonprofit corporation is current on a payment plan with the State Tax Commission; and
• makes technical and conforming changes.

Every vote on this bill

Bill text

BUSINESS ENTITIES AMENDMENTS
GENERAL SESSION
STATE OF UTAH
Chief Sponsor: Lyle W. Hillyard
House Sponsor: 
R. Curt Webb
LONG TITLE
General Description:
This bill modifies provisions related to reinstatement of a corporation or nonprofit
corporation.
Highlighted Provisions:
This bill:
▸ provides that the division may reinstate a dissolved corporation or a dissolved
nonprofit corporation that owes taxes, fees, or penalties to the State Tax
Commission if the corporation or nonprofit corporation is current on a payment plan
with the State Tax Commission; and
▸ makes technical and conforming changes.
Money Appropriated in this Bill:
None
Other Special Clauses:
None
Utah Code Sections Affected:
AMENDS:
16-6a-1412
, as last amended by Laws of Utah 2009, Chapter 386
16-10a-1422
, as last amended by Laws of Utah 2009, Chapter 386
Be it enacted by the Legislature of the state of Utah:
Section 1. Section 
16-6a-1412
 is amended to read:
16-6a-1412.
Reinstatement following administrative dissolution -- Reinstatement
after voluntary dissolution.
(1) A nonprofit corporation administratively dissolved under Section 
16-6a-1411
 may
apply to the division for reinstatement within two years after the effective date of dissolution by
delivering to the division for filing an application for reinstatement that states:
(a) the effective date of its administrative dissolution and its corporate name on the
effective date of dissolution;
(b) that the ground or grounds for dissolution:
(i) did not exist; or
(ii) have been eliminated;
(c) (i) the corporate name under which the nonprofit corporation is being reinstated;
and
(ii) the corporate name that satisfies the requirements of Section 
16-6a-401
;
(d) that 
the nonprofit corporation has paid
 all [
taxes,
] fees[
,
] or penalties imposed
[
pursuant to
] 
under
 this chapter[
, otherwise owed by the nonprofit corporation to the State Tax
Commission, or otherwise imposed by the applicable laws of this state have been paid
] 
or other
applicable state law
;
(e) that the nonprofit corporation:
(i) has paid any taxes, fees, or penalties owed to the State Tax Commission; or
(ii) is current on a payment plan with the State Tax Commission for any taxes, fees, or
penalties owed to the State Tax Commission;
[
(e)
] 
(f)
 the address of [
its
] 
the nonprofit corporation's
 registered office;
[
(f)
] 
(g)
 the name of [
its
] 
the nonprofit corporation's
 registered agent at the office stated
in Subsection (1)[
(e)
]
(f)
; and
[
(g)
] 
(h)
 [
the
] 
any
 additional information [
as
] the division determines is necessary or
appropriate.
(2) The nonprofit corporation shall include in or with the application for reinstatement:
(a) the written consent to appointment by the designated registered agent; and
(b) a certificate from the State Tax Commission [
reciting that all taxes owed by the
nonprofit corporation have been paid.
] 
that states that the nonprofit corporation:
(i) has paid any taxes, fees, or penalties owed to the State Tax Commission; or
(ii) is current on a payment plan with the State Tax Commission for any taxes, fees, or
penalties owed to the State Tax Commission.
(3) (a) The division shall revoke the administrative dissolution if:
(i) the division determines that the application for reinstatement contains the
information required by Subsections (1) and (2); and
(ii) that the information is correct.
(b) The division shall mail written notice of the revocation to the nonprofit corporation
in the manner provided in Subsection 
16-6a-1411
(5) stating the effective date of the
dissolution.
(4) When the reinstatement is effective:
(a) the reinstatement relates back to and takes effect as of the effective date of the
administrative dissolution;
(b) the nonprofit corporation may carry on its activities, under the name stated pursuant
to Subsection (1)(c), as if the administrative dissolution had never occurred; and
(c) an act of the nonprofit corporation during the period of dissolution is effective and
enforceable as if the administrative dissolution had never occurred.
(5) (a) The division may make rules for the reinstatement of a nonprofit corporation
voluntarily dissolved.
(b) The rules made under Subsection (5)(a) shall be substantially similar to the
requirements of this section for reinstatement of a nonprofit corporation that is administratively
dissolved.
Section 2. Section 
16-10a-1422
 is amended to read:
16-10a-1422.
Reinstatement following dissolution.
(1) A corporation dissolved under Section 
16-10a-1403
 or 
16-10a-1421
 may apply to
the division for reinstatement within two years after the effective date of dissolution by
delivering to the division for filing an application for reinstatement that states:
(a) the effective date of the corporation's dissolution;
(b) the corporation's corporate name as of the effective date of dissolution;
(c) that the grounds for dissolution either did not exist or have been eliminated;
(d) the corporate name under which the corporation is being reinstated;
(e) that the name stated in Subsection (1)(d) satisfies the requirements of Section
16-10a-401
;
(f) that 
the corporation has paid
 all [
taxes,
] fees[
,
] or penalties imposed [
pursuant to
]
under
 this chapter[
, otherwise owed by the corporation to the State Tax Commission, or
otherwise imposed by applicable laws of this state have been paid
] 
or other applicable state
law
;
(g) that the corporation:
(i) has paid any taxes, fees, or penalties owed to the State Tax Commission; or
(ii) is current on a payment plan with the State Tax Commission for any taxes, fees, or
penalties owed to the State Tax Commission;
[
(g)
] 
(h)
 the address of [
its
] 
the corporation's
 registered office in this state;
[
(h)
] 
(i)
 the name of [
its
] 
the corporation's
 registered agent at the office stated in
Subsection (1)[
(g)
]
(h)
; and
[
(i)
] 
(j)
 any additional information the division determines to be necessary or
appropriate.
(2) The corporation shall include in or with the application for reinstatement:
(a) the written consent to appointment by the designated registered agent; and
(b) a certificate from the State Tax Commission [
reciting that all taxes owed by the
corporation have been paid.
] 
that states that the corporation:
(i) has paid any taxes, fees, or penalties owed to the State Tax Commission; or
(ii) is current on a payment plan with the State Tax Commission for any taxes, fees, or
penalties owed to the State Tax Commission.
(3) If the division determines that the application for reinstatement contains the
information required by Subsections (1) and (2) and that the information is correct, the division
shall revoke the administrative dissolution. The division shall mail to the corporation in the
manner provided in Subsection 
16-10a-1421
(5) written notice of:
(a) the revocation; and
(b) the effective date of the revocation.
(4) When the reinstatement is effective, it relates back to the effective date of the
administrative dissolution. Upon reinstatement:
(a) an act of the corporation during the period of dissolution is effective and
enforceable as if the administrative dissolution had never occurred; and
(b) the corporation may carry on its business, under the name stated pursuant to
Subsection (1)(d), as if the administrative dissolution had never occurred.