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HB 341 (BR 1066) - T. Kerr, J. Crenshaw, J. Tilley

     AN ACT relating to business organizations.
     Create KRS Chapter 386A and establish within it the Kentucky Uniform Statutory Trust Act to codify provisions for the use of the business trust as an allowable form of business organization in the Commonwealth, with various sections addressing definitions, general provisions, formation, certificates of trust and other filings, legal process, governing law, authority, duration, powers, series trusts, trustees and trust management, beneficiaries and beneficial rights, conversion and merger, dissolution and winding up, foreign statutory trusts, and other transitional and miscellaneous provisions; amend various other business entity statutes to enable an LLC to convert directly into an LLP; require a foreign business entity to be qualified to do business in Kentucky before receiving a state contract; provide express statutory direction that any director, officer, manager, etc., of a Kentucky business entity is subject to the jurisdiction of Kentucky courts; provide express statutory direction that a business may properly enter into agreements to settle creditor claims in the course of its dissolution; prevent the inadvertent loss of limited liability after the dissolution of partnership having limited liability attributes; provide that a corporation or LLC’s sole shareholder or member status is insufficient standing alone to pierce the veil of the entity; provide uniformity for judicial dissolution procedures across various forms of business entities; codify the common law rule that “fairness” is not a defense to expropriating a partnership or LLC asset; amend various other sections to conform.

     Jan 30-introduced in House
     Jan 31-to Judiciary (H)
     Feb 21-posting waived
     Feb 22-reported favorably, 1st reading, to Consent Calendar
     Feb 23-2nd reading, to Rules; posted for passage in the Consent Orders of the Day for Friday, February 24, 2012
     Feb 24-3rd reading, passed 94-0
     Feb 27-received in Senate
     Feb 29-to Judiciary (S)
     Mar 22-reported favorably, 1st reading, to Consent Calendar
     Mar 23-2nd reading, to Rules
     Mar 26-posted for passage in the Consent Orders of the Day for Monday, March 26, 2012; 3rd reading, passed 36-0
     Mar 27-received in House; enrolled, signed by Speaker of the House
     Mar 30-enrolled, signed by President of the Senate; delivered to Governor
     Apr 11-signed by Governor (Acts ch. 81)

Vote History
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