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Legislative updates

House Bill 6064 and Senate Bill 836, effective July 9, 2021 and July 8, 2021, respectively, amend the nonprofit corporation law regarding merger, consolidation, and conversion.

House Bill 5051 and Senate Bill 24, each effective July 13, 2021, amend the business corporation, nonprofit corporation and LLC laws by increasing the 10-year limitation on the ability to reinstate a domestic or foreign revoked entity to 20 years.

House Bill 5511 and Senate Bill 451, each effective July 13, 2021, clarify that the Uniform Commercial Code applies to electronic transactions.

House Bill 5646 / Senate Bill 719 (Laws of 2017) effective July 1, 2020 amends the business corporation act and limited liability company act to remove the requirement of obtaining a certificate of good standing from the division of taxation with respect to dissolution, merger, conversion, and withdrawal filings.

Senate Bill 395, effective January 1, 2020, enacts the Transparency and Sustainability Standards for Rhode Island Businesses Act, under which a Rhode Island stock or nonstock corporation or LLC may be issued a Certificate of Adoption of Transparency and Sustainability Standards from the Department of Environmental Management attesting that the corporation or LLC has fulfilled sustainability metrics and filed with the Secretary of State a standards statement.

Case summaries

There are no new summaries at this time.

Other notices

March 31, 2021 — The Rhode Island Secretary of State issued a press release warning Rhode Island businesses of a “misleading” mailing that resembles a bill seeking payment for a Certificate of Good Standing. The press release states that this mailing creates a false sense of urgency with terms like “Notice Date” and Please Respond By” and charges an exorbitant fee. The press release can be read in full here.

March 12, 2020 — Rhode Island’s Secretary of State announced the launch of the Rhode Island Department of State's new Business Services website.