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INDUSTRY NEWS

UPCOMING EVENTS

Parasec Peep

Michael Breedlove

Jody Harrington

- Account Executive

When Jody Harrington joined Parasec in March of 2011, she did so with more than 14 years of industry experience. As an Account Executive in our Delaware office, Jody is able to apply her knowledge and experience to her work—ensuring that clients receive the care and attention they deserve.

“Through the years, I have experienced different types of work atmospheres and Parasec is by far the best!” Jody exclaimed. “It’s like a big family and I don’t just mean in regards to my co-workers—I mean clients, too. I really enjoy working one-on-one with them.”

When she’s not working hard at the office, Jody revels in spending quality time with her daughter, Brooklyn. Sometimes they catch a movie, go swimming or just hang out enjoying each other’s company.

Industry News

Arkansas: Nonprofit Annual Report Deadline Approaches

All nonprofit corporations registered in
Arkansas must submit an annual report to the
Secretary of State’s office by August 1st of each
year. The one-page form includes information
such as registered agent, principal office address,
principal officers, board of directors and federal
tax exemption status. Failure to file on time
without a reasonable cause for doing so could
result in late fees and loss of good standing with
the Arkansas Secretary of State. If you need
assistance filing your annual report, give us a
call at 800.533.7272.

 

California: A New Scam Targets Business Entities

Several of our clients have recently received official-looking documents from an entity called California State Corporations. The documents imply that entities are required to complete the paperwork and return it along with a $49.50 fee for obtaining a Certificate of Status. The truth is, business entities are not required to obtain a Certificate of Status with the California Secretary of State (CA SOS); however, if a copy is needed by the business, the state only charges $15 for the first certificate and $5 for each additional certificate – NOT the $49.50 this scam asserts. Furthermore, the scam claims that obtaining the document will take seven to 10 business days, when turnaround times are currently only 24 to 48 hours.

Please give us a call at 800.533.7272 if you have any questions about documents you have received, as we can help determine if they are legitimate or not. We can also help you obtain a Certificate of Status, should you actually require this service. To read the official alert from the CA SOS, go here.

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California: Changes to Certificates of Filing

Effective May 19, 2014, the California Secretary of State (CA SOS) ceased issuing individual Certificates of Filing for business entities. Instead, you may now request a Certificate of Filing of All Documents, or a certified copy of a particular filing. The newly implemented Certificate of Filing of All Documents will list, in chronological order, all filings made for a specific business entity on record with the CA SOS. Each listed filing will include the type of document (formation, registration, amendment, statement of information, etc.), file date, and effective date. Also included will be a certification stamp with the state seal and the CA SOS’ signature. If you need assistance ordering a certified copy of a particular filing or a Certificate of Filing of All Documents, give us a call at 800.533.7272.

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Connecticut: Proposed Bill to Help Clean Up Business Registry & Service Mark Registration Fees Temporarily Reduced

House Bill 5489 (HB 5489), which was designed “to improve the accuracy of public business records maintained by the Secretary of the State,” is currently waiting for the governor’s signature of approval. If signed into law, the bill will restore the Secretary of State’s ability to administratively dissolve business entities that have failed to file annual reports. The goal of the bill is to restore the integrity of the state’s business registry by removing defunct businesses. According to Secretary of State Denise Merrill, there are as many as 100,000 businesses in the registry that have failed to file the required annual reports for many years. Any business entity administratively dissolved in this manner will be eligible to be reinstated to active status after paying a fee to the Secretary of State. For more information on HB 5489, click here.

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Maryland: LLC Exemption for Recordation and Transfer Taxes for the Transfer of Real Property

Earlier this year, Senate Bill 106 (SB 106) was introduced and subsequently passed in the state of Maryland. Effective July 1, 2014, the bill permits a limited liability company (LLC) to claim an exemption from recordation and transfer taxes for the transfer of real property as part of a reorganization under IRC Section 368(a). Previously, LLCs were not eligible for the exemption whereas corporations were. The bill applies to all instruments of writing recorded on or after July 1, 2014. Access the bill in its entirety here.

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Michigan: Online SOS Services Scam

The Michigan Secretary of State (MI SOS) office has recently warned residents about paying for online Secretary of State services without first checking that the website they’re using is the official Michigan.gov site. This comes after an abundance of complaints were received from individuals who discovered they were using an unofficial site for purchasing. These unofficial sites may appear to be affiliated with a government agency; however, upon closer inspection they are not. Sites misleadingly charge for services or information that is normally available at no cost on the official department website. To read the official MI SOS-issued alert, click here.

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Minnesota: Changes to Limited Partnership Law

Earlier this year, Minnesota Governor Mark Dayton signed into law House File 2989 (Chapter 283), which passed unanimously in both chambers. The bill, which goes into effect on August 1, 2014, will amend the requirements for the conversion of a limited partnership to a partnership. Furthermore, the bill will create a separate requirement for the reinstatement of a limited partnership after revocation for failure to maintain a registered agent. Read the bill in its entirety here.

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Mississippi: New Name Reservation Procedures

Mississippi has changed its name reservation procedures for corporations, nonprofit corporations, limited partnerships, and limited liability companies as stated in Senate Bill 2511 (SB 2511), which went into effect on July 1, 2014. The bill makes entity name reservation and renewal procedures consistent across business entity types. Previously, limited liability companies and limited partnerships would need to wait 60 days after a name expired prior to reserving it again. Corporations, however, were unable to renew their name reservations entirely. Now, a name may only be renewed once by filing a renewal application within thirty days before the name expires. No changes have been made to the length of time a name can be reserved, which continues to be 180 days. To learn more about SB 2511, click here.

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Various States: Upcoming State Holiday Closures

Listed below are state government office closures scheduled for July, August, and September. This information was provided by each state and is subject to change without our knowledge, so please be sure to check with your state office for updates and additional closures that may not be listed below. It’s also important to note that Parasec’s offices will be closed on Friday, July 4 and Monday, September 1.

  • July 4 – Independence Day: All States
  • July 24 – Pioneer Day: UT
  • August 11 – Victory Day: RI
  • August 15 – Statehood Day: HI
  • August 15 – Bennington Battle Day: VT
  • September 1 – Labor Day: All States

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Virginia: Clerk of the State Corporation Commission Now Authorized to Refuse Documents

The Clerk of the State Corporation Commission is now authorized to refuse a document for filing, as stated in Virginia House Bill 313 (HB 313), which was signed on March 7, 2014 and took effect on July 1, 2014. HB 313 states that the Commission may refuse a document that is prepared or delivered by a person who is not authorized to act on behalf of the business entity. They are also allowed, under such circumstances, to remove a field from a filed document, correcting the records and notifying the affected business entity. The measure includes stylistic and technical changes as well. For all of the details, click here.

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Washington: Changes to Entity Conversions

Washington Senate Bill 5999 (SB 5999) now permits limited liability companies (LLCs), corporations, and limited partnerships (LPs) to convert between entity types. The bill also allows entities formed in other states to convert to a Washington LLC or corporation, an election that was already available for LPs under Washington’s Uniform Limited Partnership Act. Approved by the governor March 27, 2014, SB 5999 officially went into effect on June 12, 2014. For all of the details regarding SB 5999, click here.

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Wyoming: Application for Certificate of Authority & Application of Conversion Fee Changes

According to House Bill 14 (Chapter 65), filing fees for an application for Certificate of Authority in Wyoming have increased from $10 to $25, and an Application of Conversion will now carry an associated $75 fee. In addition, any limited liability company found without a registered agent in Wyoming may be forfeited. Parasec’s registered agent department, Paracorp, can act as a registered agent for your business. To learn more about this service, give us a call at 800.533.7272. All of the changes that are part of House Bill 14 are in full effect as of July 1, 2014. To learn more about additional fees and filings that will be affected by this bill, visit the Wyoming Legislature website.

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Upcoming Events

Parasec Takes to the Streets

Below are some of the events we’ll be attending in the coming months. If you’re attending any of these, please stop by and say, “Hello.”

  • July 16-18 – Planning for the Generations 2014 Symposium (Wealth Counsel); Denver, CO
  • July 23-25 – National Association of Legal Assistants; Charleston, SC
  • July 31 – Illinois Paralegal Association Boat Cruise; Chicago, IL

We welcome any input you may have about what would make our newsletter more meaningful for you. Please email us your comments and/or suggestions! parasec@parasec.com.

[More On the Web]

Matthew Marzucco, President of Parasec, blogs here.

Communications Supervisor Erin Sierchio tweets for Parasec here.

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A note from Matt

A NOTE FROM MATT
President

Here at Parasec, we try to keep the busy workloads of our customers at the forefront of our thoughts while we’re developing new products and services. Our goal is to continually expand our offerings to fit the needs of our ever-growing client base—and, of course, to support these services with our unparalleled customer service and extensive industry knowledge.

Recently, the home page of our website received a bit of a makeover, adding easier access to some of our more popular services as well as a quick link to the online version of our quarterly newsletter. Additionally, you’ll now find a link to a new product we’re excited to offer called Fast Formations, which allows you to upload your drafted Articles of Incorporation or Qualification for quick filing. Oh, and did I mention that this service also includes a name availability check? The best part is that the Fast Formations process should only take a couple of minutes for you to complete, which means you can move on to other projects you’re working on. Once your documents have been uploaded to our system, our experienced staff will reach out to the appropriate state office to confirm your name’s availability—thus saving you time and avoiding unnecessary filing rejections. Provided that the name availability is approved, our staff will then process your filing to be delivered to the appropriate government office. All in all, the process should be quick, easy and affordable.

Of course, with all the products Parasec provides we understand the need for personal assistance; so please make sure to call or email if you have any questions. We may offer online services, but that doesn’t mean we ever want to sacrifice the personal touch our clients have grown so accustomed to. In fact, remember that “my door is always open to you.” Please feel free to call or email me if you have any questions, comments or just to say, “job well done.”

Client Profile

JAY PUGH, COMMERCIAL ESCROW OFFICER
Stewart Title Guaranty Company; Seattle, WA

How long have you been in your current position?
- I've been a commercial escrow officer in Seattle for approximately 2 months. I’ve been in similar positions for about 10, out of 37, years in the title business.

What firm do you currently work for primarily?
- What practice areas do you concentrate in? I work for Stewart Title in the Commercial Services division. We handle commercial transactions for properties all over the country involving multi-family, office, industrial, retail, raw land, energy, you name it.

Any tips you might share on how to make yourself indispensable?
- Strive to return to your employer more than you cost. If you are self-employed, then think of your customers as your employer and apply the same strategy. One of the best ways to provide value is to generate repeat business, and a great way to do that is by building long-term customer relationships.

Where's the most inspiring place you've ever been?
- Any place where I can look into the night sky and see the Milky Way. It gives me a sense of perspective.


JUNE MONROE, ATTORNEY
Rynn & Janowsky, LLP; Newport Beach, CA

How long have you been in your current position?
- I've been an attorney for 1.5 years, but before that, I was a paralegal within the same firm for 15 years.

What do you most enjoy about being in your particular field?
- I enjoy working with our clients, some who are in the agricultural business and some who are small employers. They are reasonable and appreciative of the hard work that we devote to their cases.

What skills are most important to your position?
- I think the most important skill is research - whether it be the seminal case on point that persuades a judge to rule in my client's favor, or the uncovering of a hidden asset or key piece of evidence in a case.

What book are you currently reading?
- “The 5 Love Languages,” by Gary Chapman – an assigned reading from my sister, who proclaims it's a must read for every couple. However, I'm looking forward to reading a soon-to-be published book, “The Burning Man,” a suspense thriller by Solange Ritchie, a fellow attorney from Orange County, California. (If you're interested check out www.solangeritchie.com for more info.)