Maine Legislature, Session 122, LD 1210
Committee Amendment CA_A_S247 (Senate)
Amends: 31 MRSA §611, 31 MRSA §712, 31 MRSA §811, 31 MRSA §852

COMMITTEE AMENDMENT ·A· to S.P. 424, L.D. 1210, Bill, "An 
Act 
To 
Amend 
the 
Laws 
Relating 
to 
Corporations, 
Limited 
Partnerships, Limited Liability Companies and Limited Liability 
Partnerships" 
Amend the bill by inserting after section 9 the following: 
· Sec. 10. 31 MRSA §611, sub-§l, as repealed and replaced by PL 
1995, c. 633, Pt. c. §16, is amended to read: 
1. 
Not applicable. 
See~i9Bs-~~7--~,-~~4-~9-~~~-+*~ 
~e--~19 Title 13, 
sections 721, 
722, 
733, 
736, 
and 763, 
section 771. subsection 2, paragraph A and section 772 do not 
apply. 
Sec. 11. 31 MRSA §611, sub-§2, 1fI), as enacted by PL 1995, c. 
633, Pt. C, §16, is amended to read: 
D. 
Officers and directors are deemed to be references to 
managers. 
Sec. 12. 31 MRSA §712, sub-§3, 1fH, as amended by PL 2003, c. 
344, Pt. c, §27, is further amended to read: 
H. 
A certificate of existence or a 
document of similar 
import duly authenticated by the secretary of state or other 
official having custody of limited liability company records 
in the state or country under whose law the foreign limited 
liability 
company 
is 
organized. 
The 
certificate 
of 
existence must have been made not more than 90 days prior to 
the delivery of the application for filing; aBe 
COMMITTEE AMENDMENT 
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COMMITTEE AMENDMENT ,A .. to S.P. 424, L.D. 1210 
Sec. 13. 31 MRSA §712, sub-§3, 1JI, as amended by PL 1997, c. 
376, §54, is further amended to read: 
I. 
The address of the registered or principal office of the 
limited 
liability 
company 
in 
the 
jurisdiction 
of 
its 
organization or the principal office wherever locatedT; and 
Sec. 14. 31 MRSA §712, sub-§3, 1JJ is enacted to read: 
J. 
In the case of a professional limited liability company. 
the professional service or services to be rendered in the 
State and a statement that all its members and managers, if 
any. 
are 
licensed in one 
or 
more 
states 
to 
render 
a 
professional service disclosed in its application.' 
Further amend the bill by inserting after section 11 the 
following: 
'Sec. 12. 31 MRSA §811, sub-§l, as enacted by PL 1995, c. 633, 
Pt. B, §1, is amended to read: 
1. 
Not app1icab1e. 
See~i9Bs-~~~7--~,--~@4-~9-~~~-+1~ 
lse-=71e Tj,tle 13 ( sections 721. 722 ( 733 ( 736 ( 751. 762 and 763 ( 
section 771. subsection 2 ( paragraph A and section 772 do not 
apply. 
Sec. 13. 31 MSRA §852, sub-§3, 1JH, as amended by PL 2003 ( c. 
344, Pt. C, §42, is further amended to read: 
H. 
A certificate of existence or a 
document of similar 
import duly authenticated by the secretary of state or other 
official having custody of limited liability partnership 
records in the state or country under whose law the foreign 
limited liability partnership is organized. 
In lieu of a 
certificate of existence, 
a 
copy of the foreign limited 
liability partnership's registration certified or stamped by 
the secretary of state or other proper officer in its 
domestic jurisdiction is a sufficient equivalent if such an 
officer does not produce any other type of certificate of 
existence. 
The certificate of existence must have been made 
not 
more 
than 
days 
prior 
to 
the 
delivery 
of 
the 
application for filing; aBe 
Sec. 14. 31 MRSA §852, sub-§3, 1JI, as amended by PL 1997, c. 
376, §67, is further amended to read: 
I. 
The address of the registered or principal office of the 
limited liability partnership in the jurisdiction of its 
organization or the principal office wherever locatedT; and 
Sec. 15. 31 MRSA §852, sub-§3, 1JJ is enacted to read: 
COMMITTEE AMENDMENT 
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COMMITTEE AMENDMENT .)Qr to S.P. 424, L.D. 1210 
J. 
In 
the 
case 
of 
a 
professional 
limited 
liability 
partnership, 
the professional service or services to be 
rendered in the State and a statement that all its partners 
are licensed in one or more states to render a professional 
service disclosed in its application.' 
Further amend the 
nonconsecutive 
Part 
consecutively. 
bill by relettering 
letter 
or 
section 
SUMMARY 
or renumber ing any 
number 
to 
read 
This amendment corrects cross-references within the Maine 
Limi ted Liabi 1i ty Company Act and the Maine Limi ted Liabi 1i ty 
Partnership Act. 
It also adds language to both acts to conform 
them to the Maine Professional Service Corporation Act in the 
Maine Revised Statutes, Title 13. 
COMMITTEE AMENDMENT