5VAC5-40 Administration of the Office of the Clerk of the Commission

REGULATIONS

Vol. 26 Iss. 21 - June 21, 2010

TITLE 5. CORPORATIONS

STATE CORPORATION COMMISSION

Chapter 40

Proposed Regulation

REGISTRAR'S NOTICE: The State Corporation Commission is exempt from the Administrative Process Act in accordance with § 2.2-4002 A 2 of the Code of Virginia, which exempts courts, any agency of the Supreme Court, and any agency that by the Constitution is expressly granted any of the powers of a court of record.

Title of Regulation: 5VAC5-40. Administration of the Office of the Clerk of the Commission (adding 5VAC5-40-10, 5VAC5-40-20).

Statutory Authority: § 13.1-1062 of the Code of Virginia.

Public Hearing Information: A public hearing will be scheduled upon request.

Public Comment Deadline: July 2, 2010.

Agency Contact: Joel Peck, Clerk of the Commission, State Corporation Commission, 1300 East Main Street, P.O. Box 1197, Richmond, VA 23218, telephone [phone], FAX [phone], or email [e-mail].

Summary:

Chapter 703 of the 2010 Acts of Assembly provides authority to the State Corporation Commission to set the schedule for assessing limited liability companies in Virginia. Currently, limited liability companies are assessed annually in July, and assessments must be paid by the end of September. The changes in Chapter 703 permit the commission to assess all LLCs annually in July or assess each LLC annually during the month it was originally organized. The second enactment clause of the act requires the commission to enter an order no later than August 1, 2010, setting the schedule for assessing LLCs in Virginia. The Order to Take Notice and attached proposed regulations set forth a schedule for assessing LLCs annually in July, which is current practice. The proposed regulation merely puts in regulation the schedule that has been in statute prior to the enactment of Chapter 703.

AT RICHMOND, JUNE 1, 2010

COMMONWEALTH OF VIRGINIA, ex rel.

STATE CORPORATION COMMISSION

CASE NO. CLK-2010-00006

Ex Parte: In re: annual registration fees
for limited liability companies

ORDER TO TAKE NOTICE

Chapter 703 of the 2010 Virginia Acts of Assembly ("Chapter 703 of the Acts"), among other things, requires each domestic limited liability company and each foreign limited liability company registered to transact business in the Commonwealth to pay an annual assessment of $50, calculated in accordance with a schedule set by the State Corporation Commission ("Commission"). The schedule shall be in accordance with § 13.1-1062, as amended by Chapter 703 of the Acts. The second enactment of Chapter 703 of the Acts directs the Commission to enter an order setting this schedule no later than August 1, 2010.

NOW THE COMMISSION, based on information supplied by the Clerk of the Commission, proposes to adopt a regulation setting an assessment schedule as required by Chapter 703 of the Acts.

Accordingly, IT IS ORDERED THAT:

(1) The proposed regulation, entitled "Assessment Schedule for Limited Liability Companies," is appended hereto and made a part of the record herein.

(2) Comments or requests for a hearing on the proposed regulation must be submitted in writing to Joel H. Peck, Clerk, State Corporation Commission, c/o Document Control Center, P.O. Box 2118, Richmond, Virginia 23218, on or before July 2, 2010. Requests for hearing shall state why a hearing is necessary and why the issues cannot be adequately addressed in written comments. All correspondence shall contain a reference to Case No. CLK-2010-00006. Interested persons desiring to submit comments or request a hearing electronically may do so by following the instructions available at the Commission's website: http://www.scc.virginia.gov/case.

(3) This Order and the attached proposed regulation shall be posted on the Commission's website at http://www.scc.virginia.gov/case.

(4) The Commission's Division of Information Resources shall send a copy of this Order, including a copy of the attached proposed regulation, to the Virginia Registrar of Regulations for publication in the Virginia Register of Regulations.

AN ATTESTED COPY hereof shall be sent to the Clerk of the Commission, who shall forthwith mail a copy of this Order, including a copy of the proposed regulation, to interested parties as he may designate.

CHAPTER 40
ADMINISTRATION OF THE OFFICE OF THE CLERK OF THE COMMISSION

5VAC5-40-10. (Reserved.)

5VAC5-40-20. Assessment of limited liability companies.

Each year, the commission shall ascertain from its records each domestic limited liability company and each foreign limited liability company registered to transact business in the Commonwealth, as of July 1 of each year, and shall assess against each such limited liability company the annual registration fee imposed in subsection A of § 13.1-1062 of the Code of Virginia, and, except as provided in subsection C of § 13.1-1062, that each such limited liability company shall pay the assessment due into the state treasury on or before September 30 in each year after the calendar year in which it was formed or registered to transact business in the Commonwealth; provided that the initial annual registration fee to be paid by a domestic limited liability company created by conversion shall be due in the year after the calendar year in which it converted.

VA.R. Doc. No. R10-2454; Filed June 2, 2010, 11:00 a.m.