S T A T E O F N E W Y O R K
________________________________________________________________________
1481
2021-2022 Regular Sessions
I N S E N A T E
January 12, 2021
___________
Introduced by Sens. KRUEGER, HOYLMAN, LIU -- read twice and ordered
printed, and when printed to be committed to the Committee on Corpo-
rations, Authorities and Commissions
AN ACT to amend the limited liability company law and the partnership
law, in relation to certain publication requirements and fees; to
amend the state finance law, in relation to establishing the depart-
ment of state modernization fund; to repeal subdivision (a-1) of
section 102 and section 206 of the limited liability company law and
subdivision (a-1) of section 121-101 of the partnership law, relating
to affidavits of publication; to repeal subdivision (s) of section
1101 of the limited liability company law and subdivision (f) of
section 121-1300 of the partnership law, relating to fees for filing
certificates of publication; to repeal subdivision (b) of section 802,
paragraph 2 of subdivision (c) of section 1203 and subdivision (d) of
section 1306 of the limited liability company law and subdivision (c)
of section 121-201, subdivision (d) of section 121-902, paragraph (II)
of subdivision (a) of section 121-1500 and paragraph (II) of subdivi-
sion (f) of section 121-1502 of the partnership law, in relation to
publication requirements; to repeal subdivision (e-1) of section 102
of the limited liability company law and subdivision (a-2) of section
121-101 of the partnership law, relating to certificates of publica-
tion; and to repeal subdivision 4 of section 23.03 of the arts and
cultural affairs law, relating to theatrical production company publi-
cation requirements
THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:
Section 1. The opening paragraph of subdivision (e) of section 1006 of
the limited liability company law, as amended by chapter 375 of the laws
of 1998, is amended to read as follows:
In connection with any conversion approved under subdivision (c) of
this section, the partnership or limited partnership shall file with the
EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
[ ] is old law to be omitted.
LBD05659-01-1
S. 1481 2
department of state a signed certificate entitled "Certificate of
Conversion of ... (name partnership or limited partnership) to ... (name
of limited liability company) under section one thousand six of the
Limited Liability Company Law" [and shall also satisfy the publication
requirements of section two hundred six of this chapter]. Such certif-
icate shall include either:
§ 2. Section 206 of the limited liability company law is REPEALED.
§ 3. Subdivision (s) of section 1101 of the limited liability company
law is REPEALED.
§ 4. Section 209 of the limited liability company law is amended to
read as follows:
§ 209. Filing with the department of state. (A) A signed articles of
organization and any signed certificate of amendment or other certif-
icates filed pursuant to this chapter or of any judicial decree of
amendment or cancellation shall be delivered to the department of state.
If the instrument that is delivered to the department of state for
filing complies as to form with the requirements of law and the filing
fee required by any statute of this state in connection therewith has
been paid, the instrument shall be filed and indexed by the department
of state. The department of state shall not review such articles or
certificates for legal sufficiency; its review shall be limited to
determining that the form has been completed.
(B) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE ON
ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF THE
INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(C) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE LIMITED LIABILITY COMPA-
NY; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE
DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF
FILING OF THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF THE
LIMITED LIABILITY COMPANY; (3) THE COUNTY WITHIN THE STATE, IN WHICH THE
OFFICE OF THE LIMITED LIABILITY COMPANY IS LOCATED; (4) THE STREET
ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT
THE SECRETARY OF STATE HAS BEEN DESIGNATED AS AGENT OF THE LIMITED
LIABILITY COMPANY UPON WHOM PROCESS AGAINST IT MAY BE SERVED AND THE
POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH THE SECRETARY
OF STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED UPON HIM OR
HER; (6) IF THE LIMITED LIABILITY COMPANY IS TO HAVE A REGISTERED AGENT,
HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A STATEMENT THAT THE
REGISTERED AGENT IS TO BE THE AGENT OF THE LIMITED LIABILITY COMPANY
UPON WHOM PROCESS AGAINST IT MAY BE SERVED; (7) IF THE LIMITED LIABILITY
COMPANY IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDITION TO THE
EVENTS OF DISSOLUTION SET FORTH IN SECTION SEVEN HUNDRED ONE OF THIS
CHAPTER, THE LATEST DATE UPON WHICH THE LIMITED LIABILITY COMPANY IS TO
DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS OF SUCH
LIMITED LIABILITY COMPANY.
§ 5. Subdivision (b) of section 802 of the limited liability law is
REPEALED and a new subdivision (b) is added to read as follows:
S. 1481 3
(B)(I) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(II) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN LIMITED LIABIL-
ITY COMPANY; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH
THE DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE
DATE OF FILING OF THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF
THE FOREIGN LIMITED LIABILITY COMPANY; (3) THE COUNTY WITHIN THE STATE,
IN WHICH THE OFFICE OF THE FOREIGN LIMITED LIABILITY COMPANY IS LOCATED;
(4) THE STREET ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A
STATEMENT THAT THE SECRETARY OF STATE HAS BEEN DESIGNATED AS AGENT OF
THE FOREIGN LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST IT MAY
BE SERVED AND THE POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO
WHICH THE SECRETARY OF STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT
SERVED UPON HIM OR HER; (6) IF THE FOREIGN LIMITED LIABILITY COMPANY IS
TO HAVE A REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE
AND A STATEMENT THAT THE REGISTERED AGENT IS TO BE THE AGENT OF THE
FOREIGN LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST IT MAY BE
SERVED; (7) IF THE FOREIGN LIMITED LIABILITY COMPANY IS TO HAVE A
SPECIFIC DATE OF DISSOLUTION IN ADDITION TO THE EVENTS OF DISSOLUTION
SET FORTH IN SECTION SEVEN HUNDRED ONE OF THIS CHAPTER, THE LATEST DATE
UPON WHICH THE FOREIGN LIMITED LIABILITY COMPANY IS TO DISSOLVE; AND (8)
THE CHARACTER OR PURPOSE OF THE BUSINESS OF SUCH FOREIGN LIMITED LIABIL-
ITY COMPANY.
§ 6. Paragraph 2 of subdivision (c) of section 1203 of the limited
liability law is REPEALED and a new paragraph 2 is added to read as
follows:
(2) (A) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(B) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE PROFESSIONAL SERVICE
LIMITED LIABILITY COMPANY; (2) THE DATE OF FILING OF THE ARTICLES OF
ORGANIZATION WITH THE DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMA-
TION IS NOT THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION, THE DATE
OF FORMATION OF THE PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY; (3)
THE COUNTY WITHIN THE STATE, IN WHICH THE OFFICE OF THE PROFESSIONAL
SERVICE LIMITED LIABILITY COMPANY IS LOCATED; (4) THE STREET ADDRESS OF
THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT THE SECRE-
TARY OF STATE HAS BEEN DESIGNATED AS AGENT OF THE PROFESSIONAL SERVICE
LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST IT MAY BE SERVED AND
S. 1481 4
THE POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH THE SECRE-
TARY OF STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED UPON
HIM OR HER; (6) IF THE PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY IS
TO HAVE A REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE
AND A STATEMENT THAT THE REGISTERED AGENT IS TO BE THE AGENT OF THE
PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST
IT MAY BE SERVED; (7) IF THE PROFESSIONAL SERVICE LIMITED LIABILITY
COMPANY IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDITION TO THE
EVENTS OF DISSOLUTION SET FORTH IN SECTION SEVEN HUNDRED ONE OF THIS
CHAPTER, THE LATEST DATE UPON WHICH THE PROFESSIONAL SERVICE LIMITED
LIABILITY COMPANY IS TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF
THE BUSINESS OF SUCH PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY.
§ 7. Subdivision (d) of section 1306 of the limited liability law is
REPEALED and a new subdivision (d) is added to read as follows:
(D)(I) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(II) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN PROFESSIONAL
SERVICE LIMITED LIABILITY COMPANY; (2) THE DATE OF FILING OF THE ARTI-
CLES OF ORGANIZATION WITH THE DEPARTMENT OF STATE AND, IF THE DATE OF
THE FORMATION IS NOT THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION,
THE DATE OF FORMATION OF THE FOREIGN PROFESSIONAL SERVICE LIMITED
LIABILITY COMPANY; (3) THE COUNTY WITHIN THE STATE, IN WHICH THE OFFICE
OF THE FOREIGN PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY IS
LOCATED; (4) THE STREET ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF
ANY; (5) A STATEMENT THAT THE SECRETARY OF STATE HAS BEEN DESIGNATED AS
AGENT OF THE FOREIGN PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY UPON
WHOM PROCESS AGAINST IT MAY BE SERVED AND THE POST OFFICE ADDRESS WITHIN
OR WITHOUT THE STATE TO WHICH THE SECRETARY OF STATE SHALL MAIL A COPY
OF ANY PROCESS AGAINST IT SERVED UPON HIM OR HER; (6) IF THE FOREIGN
PROFESSIONAL SERVICE LIMITED LIABILITY COMPANY IS TO HAVE A REGISTERED
AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A STATEMENT THAT
THE REGISTERED AGENT IS TO BE THE AGENT OF THE FOREIGN PROFESSIONAL
SERVICE LIMITED LIABILITY COMPANY UPON WHOM PROCESS AGAINST IT MAY BE
SERVED; (7) IF THE FOREIGN PROFESSIONAL SERVICE LIMITED LIABILITY COMPA-
NY IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDITION TO THE EVENTS
OF DISSOLUTION SET FORTH IN SECTION SEVEN HUNDRED ONE OF THIS CHAPTER,
THE LATEST DATE UPON WHICH THE FOREIGN PROFESSIONAL SERVICE LIMITED
LIABILITY COMPANY IS TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF
THE BUSINESS OF SUCH FOREIGN PROFESSIONAL SERVICE LIMITED LIABILITY
COMPANY.
§ 8. Section 1101 of the limited liability company law is amended by
adding a new subdivision (w) to read as follows:
(W) FOR THE ELECTRONIC PUBLICATION OF ANY DOCUMENTS REQUIRED TO BE
FILED WITH THE DEPARTMENT PURSUANT TO SECTION TWO HUNDRED NINE, EIGHT
HUNDRED TWO, TWELVE HUNDRED THREE OR THIRTEEN HUNDRED SIX OF THIS CHAP-
TER, FIFTY DOLLARS.
S. 1481 5
§ 9. Subdivisions (a-1) and (e-1) of section 102 of the limited
liability company law are REPEALED.
§ 10. Subdivision (c) of section 121-201 of the partnership law is
REPEALED and a new subdivision (c) is added to read as follows:
(C)(I) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(II) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE LIMITED PARTNERSHIP; (2)
THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE DEPARTMENT
OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF FILING OF
THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF THE LIMITED PART-
NERSHIP; (3) THE COUNTY WITHIN THE STATE, IN WHICH THE OFFICE OF THE
LIMITED PARTNERSHIP IS LOCATED; (4) THE STREET ADDRESS OF THE PRINCIPAL
BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT THE SECRETARY OF STATE
HAS BEEN DESIGNATED AS AGENT OF THE LIMITED PARTNERSHIP UPON WHOM PROC-
ESS AGAINST IT MAY BE SERVED AND THE POST OFFICE ADDRESS WITHIN OR WITH-
OUT THE STATE TO WHICH THE SECRETARY OF STATE SHALL MAIL A COPY OF ANY
PROCESS AGAINST IT SERVED UPON HIM OR HER; (6) IF THE LIMITED PARTNER-
SHIP IS TO HAVE A REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN
THE STATE AND A STATEMENT THAT THE REGISTERED AGENT IS TO BE THE AGENT
OF THE LIMITED PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED;
(7) IF THE LIMITED PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF DISSOLUTION
IN ADDITION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX OF
THIS CHAPTER, THE LATEST DATE UPON WHICH THE LIMITED PARTNERSHIP IS TO
DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS OF SUCH
LIMITED PARTNERSHIP.
§ 11. Subdivision (d) of section 121-902 of the partnership law is
REPEALED and a new subdivision (d) is added to read as follows:
(D) (I) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(II) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN LIMITED PARTNER-
SHIP; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE
DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF
FILING OF THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF THE
FOREIGN LIMITED PARTNERSHIP; (3) THE COUNTY WITHIN THE STATE, IN WHICH
THE OFFICE OF THE FOREIGN LIMITED PARTNERSHIP IS LOCATED; (4) THE STREET
ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATEMENT THAT
THE SECRETARY OF STATE HAS BEEN DESIGNATED AS AGENT OF THE FOREIGN
LIMITED PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED AND THE
S. 1481 6
POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH THE SECRETARY
OF STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED UPON HIM OR
HER; (6) IF THE FOREIGN LIMITED PARTNERSHIP IS TO HAVE A REGISTERED
AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A STATEMENT THAT
THE REGISTERED AGENT IS TO BE THE AGENT OF THE FOREIGN LIMITED PARTNER-
SHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED; (7) IF THE FOREIGN
LIMITED PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDI-
TION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX OF THIS CHAP-
TER, THE LATEST DATE UPON WHICH THE FOREIGN LIMITED PARTNERSHIP IS TO
DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS OF SUCH
FOREIGN LIMITED PARTNERSHIP.
§ 12. Paragraph (II) of subdivision (a) of section 121-1500 of the
partnership law is REPEALED and a new paragraph (II) is added to read as
follows:
(II)(A) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
(B) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE LIMITED LIABILITY PART-
NERSHIP; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION WITH THE
DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT THE DATE OF
FILING OF THE ARTICLES OF ORGANIZATION, THE DATE OF FORMATION OF THE
LIMITED LIABILITY PARTNERSHIP; (3) THE COUNTY WITHIN THE STATE, IN WHICH
THE OFFICE OF THE LIMITED LIABILITY PARTNERSHIP IS LOCATED; (4) THE
STREET ADDRESS OF THE PRINCIPAL BUSINESS LOCATION, IF ANY; (5) A STATE-
MENT THAT THE SECRETARY OF STATE HAS BEEN DESIGNATED AS AGENT OF THE
LIMITED LIABILITY PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED
AND THE POST OFFICE ADDRESS WITHIN OR WITHOUT THE STATE TO WHICH THE
SECRETARY OF STATE SHALL MAIL A COPY OF ANY PROCESS AGAINST IT SERVED
UPON HIM OR HER; (6) IF THE LIMITED LIABILITY PARTNERSHIP IS TO HAVE A
REGISTERED AGENT, HIS OR HER NAME AND ADDRESS WITHIN THE STATE AND A
STATEMENT THAT THE REGISTERED AGENT IS TO BE THE AGENT OF THE LIMITED
LIABILITY PARTNERSHIP UPON WHOM PROCESS AGAINST IT MAY BE SERVED; (7) IF
THE LIMITED LIABILITY PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF DISSOL-
UTION IN ADDITION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX
OF THIS CHAPTER, THE LATEST DATE UPON WHICH THE LIMITED LIABILITY PART-
NERSHIP IS TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS
OF SUCH LIMITED LIABILITY PARTNERSHIP.
§ 13. Paragraph (II) of subdivision (f) of section 121-1502 of the
partnership law is REPEALED and a new paragraph (II) is added to read as
follows:
(II)(A) THE DEPARTMENT OF STATE SHALL MAKE SUCH INSTRUMENTS AVAILABLE
ON ITS STATE REGISTER WEBSITE, AND MUST MAINTAIN ELECTRONIC COPIES OF
THE INSTRUMENTS IN A FULLY SEARCHABLE FORMAT THAT IS AVAILABLE TO THE
PUBLIC. THE DEPARTMENT OF STATE SHALL ALSO TRANSMIT A COPY OF SUCH
INSTRUMENT TO THE DEPARTMENT OF LAW WITHIN SEVEN DAYS OF FILING. THE
DEPARTMENT OF LAW SHALL PUBLISH THE INSTRUMENT ON ITS "NY OPEN GOVERN-
MENT" WEBSITE OR ANALOGOUS WEBSITE NO MORE THAN SEVEN DAYS AFTER RECEIPT
FROM THE DEPARTMENT OF STATE.
S. 1481 7
(B) THE DEPARTMENT OF STATE SHALL PUBLISH NOTICE OF ARTICLE FILINGS
AND ANY SIGNED CERTIFICATE OF AMENDMENT OR OTHER CERTIFICATES FILED
PURSUANT TO THIS CHAPTER ON ITS STATE REGISTER WEBSITE, WHICH SHALL
INCLUDE WITHOUT LIMITATION: (1) THE NAME OF THE FOREIGN LIMITED LIABIL-
ITY PARTNERSHIP; (2) THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION
WITH THE DEPARTMENT OF STATE AND, IF THE DATE OF THE FORMATION IS NOT
THE DATE OF FILING OF THE ARTICLES OF ORGANIZATION, THE DATE OF FORMA-
TION OF THE FOREIGN LIMITED LIABILITY PARTNERSHIP; (3) THE COUNTY WITHIN
THE STATE, IN WHICH THE OFFICE OF THE FOREIGN LIMITED LIABILITY PARTNER-
SHIP IS LOCATED; (4) THE STREET ADDRESS OF THE PRINCIPAL BUSINESS
LOCATION, IF ANY; (5) A STATEMENT THAT THE SECRETARY OF STATE HAS BEEN
DESIGNATED AS AGENT OF THE FOREIGN LIMITED LIABILITY PARTNERSHIP UPON
WHOM PROCESS AGAINST IT MAY BE SERVED AND THE POST OFFICE ADDRESS WITHIN
OR WITHOUT THE STATE TO WHICH THE SECRETARY OF STATE SHALL MAIL A COPY
OF ANY PROCESS AGAINST IT SERVED UPON HIM OR HER; (6) IF THE FOREIGN
LIMITED LIABILITY PARTNERSHIP IS TO HAVE A REGISTERED AGENT, HIS OR HER
NAME AND ADDRESS WITHIN THE STATE AND A STATEMENT THAT THE REGISTERED
AGENT IS TO BE THE AGENT OF THE FOREIGN LIMITED LIABILITY PARTNERSHIP
UPON WHOM PROCESS AGAINST IT MAY BE SERVED; (7) IF THE FOREIGN LIMITED
LIABILITY PARTNERSHIP IS TO HAVE A SPECIFIC DATE OF DISSOLUTION IN ADDI-
TION TO THE EVENTS OF DISSOLUTION SET FORTH IN ARTICLE SIX OF THIS CHAP-
TER, THE LATEST DATE UPON WHICH THE FOREIGN LIMITED LIABILITY PARTNER-
SHIP IS TO DISSOLVE; AND (8) THE CHARACTER OR PURPOSE OF THE BUSINESS OF
SUCH FOREIGN LIMITED LIABILITY PARTNERSHIP.
§ 14. Subdivision (f) of section 121-1300 of the partnership law is
REPEALED.
§ 15. Section 121-1300 of the partnership law is amended by adding a
new subdivision (t) to read as follows:
(T) FOR THE ELECTRONIC PUBLICATION OF ANY DOCUMENTS REQUIRED TO BE
FILED WITH THE DEPARTMENT PURSUANT TO SECTION 121-202, 121-902, 121-1500
OR 121-1502 OF THIS CHAPTER, FIFTY DOLLARS.
§ 16. Subdivisions (a-1) and (a-2) of section 121-101 of the partner-
ship law are REPEALED.
§ 17. Subdivision 4 of section 23.03 of the arts and cultural affairs
law is REPEALED.
§ 18. The state finance law is amended by adding a new section 89-j to
read as follows:
§ 89-J. DEPARTMENT OF STATE MODERNIZATION FUND. 1. THERE IS HEREBY
ESTABLISHED IN THE CUSTODY OF THE COMPTROLLER A SPECIAL FUND TO BE KNOWN
AS THE "DEPARTMENT OF STATE MODERNIZATION FUND". THE MONEYS IN SUCH FUND
SHALL BE AVAILABLE FOR PAYMENT OF ANY AND ALL COSTS AND EXPENDITURES
INCURRED IN PERFORMING MODERNIZATION AND SECURITY OF THE DEPARTMENT OF
STATE'S PUBLIC-FACING WEBSITE, AND FOR DEVELOPING ALTERNATIVES TO PHYS-
ICAL PUBLICATION OF DOCUMENTS REQUIRED TO BE FILED PURSUANT TO ARTICLE
ELEVEN OF THE LIMITED LIABILITY COMPANY LAW, INCLUDING COSTS AND
EXPENSES INCIDENTAL AND APPURTENANT THERETO.
2. MONEYS IN THE FUND SHALL BE KEPT SEPARATELY FROM AND SHALL NOT BE
COMMINGLED WITH ANY OTHER MONEYS IN THE CUSTODY OF THE STATE COMP-
TROLLER.
3. THE FUND SHALL CONSIST OF THE REVENUES REQUIRED TO BE DEPOSITED
THEREIN PURSUANT TO THE PROVISIONS OF SUBDIVISION (W) OF SECTION ELEVEN
HUNDRED ONE OF THE LIMITED LIABILITY COMPANY LAW AND SUBDIVISION (T) OF
SECTION 121-1300 OF THE PARTNERSHIP LAW, AND ALL OTHER MONEYS CREDITED
OR TRANSFERRED THERETO FROM ANY OTHER FUND OR SOURCE PURSUANT TO LAW.
4. THE MONEYS IN SUCH FUND SHALL BE APPROPRIATED BY THE LEGISLATURE
AND PAID OUT ON THE WARRANT OF THE STATE COMPTROLLER.
S. 1481 8
§ 19. This act shall take effect on the one hundred eightieth day
after it shall have become a law. Effective immediately the addition,
amendment and/or repeal of any rule or regulation necessary for the
implementation of this act on its effective date are authorized to be
made and completed on or before such date.
