2023 District of Columbia Code › Title 29 - Business Organizations. [Enacted title] › Chapter 1 - General Provisions › Subchapter II - Filing › § 29–102.01. Entity filing requirements

§ 29–102.01. Entity filing requirements.
(a) To be filed by the Mayor pursuant to this title, an entity filing shall be received by the office of the Mayor, and shall comply with this title, and satisfy the following:
(1) The entity filing shall be required or permitted by this title.
(2) The entity filing shall be physically delivered in written form unless and to the extent the Mayor permits electronic delivery of entity filings in other than written form.
(3) The words in the entity filing shall be in English and numbers shall be in Arabic or Roman numerals, but the name of the entity need not be in English if written in English letters or Arabic or Roman numerals.
(4) The entity filing shall be signed by or on behalf of a person authorized or required under this title to sign the filing.
(5) The entity filing shall state the name and capacity, if any, of each individual who signed it, either by or on behalf of the person authorized or required to sign the filing, but need not contain a seal, attestation, acknowledgment, or verification.
(6) For entity registration filings made on or after January 1, 2020, the filing shall state the names, residence and business addresses of each person whose aggregate share of direct or indirect, legal or beneficial ownership of a governance or total distributional interest of the entity:
(A) Exceeds 10%; or
(B) Does not exceed 10%; provided, that the person:
(i) Controls the financial or operational decisions of the entity; or
(ii) Has the ability to direct the day-to-day operations of the entity.
(7) The entity registration filing shall state, for each foreign entity that is identified pursuant to paragraph (6) of this subsection, the names, residence and business addresses of each person whose aggregate share of direct or indirect, legal or beneficial ownership of a governance or total distributional interest of the foreign entity:
(A) Exceeds 10%; or
(B) Does not exceed 10%; provided, that the person:
(i) Controls the financial or operational decisions of the foreign entity; or
(ii) Has the ability to direct the day-to-day operations of the foreign entity.
(8) If an entity submits an entity registration filing that does not include the information required by paragraphs (6) or (7) of this subsection, the entity shall not be allowed to register or do business in the District.
(9) If information required by paragraphs (6) and (7) of this subsection changes at any time after the submission of the entity registration filing, articles of amendment shall be filed to reflect the changes.
(b) If a law other than this title prohibits the disclosure by the Mayor of information contained in an entity filing, the Mayor shall accept the filing if it otherwise complies with this title, but the Mayor may redact the information.
(c) When an entity filing is delivered to the Mayor for filing, any fee required under this chapter and any fee, tax, or penalty required to be paid under this title or law other than this title shall be paid in a manner permitted by the Mayor or by that law.
(d) The Mayor may require that an entity filing delivered in written form be accompanied by an identical or conformed copy.
(e) Any record filed under this title may be signed by an agent.
(July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720; Mar. 5, 2013, D.C. Law 19-210, § 2(a)(4), 59 DCR 13171; Apr. 11, 2019, D.C. Law 22-287, § 3(a), 66 DCR 1650; Mar. 19, 2020, D.C. Law 23-68, § 7(a), 67 DCR 743.)
Section References
This section is referenced in § 29-1004.07.
Effect of Amendments
The 2013 amendment by D.C. Law 19-210 substituted “or on behalf of a person authorized or required” for “an individual authorized” in (a)(4); and “each individual who signed it, either by or on behalf of the person authorized or required to sign the filing” for “the individual who signed it” in (a)(5); substituted “title” for “section” in (b); and added (e).
Applicability
Section 15(b) of D.C. Law 23-68 attempted to repeal the creation of subsection (a)(6) of this section in order to make the amendment of this section applicable (as fully funded). The repeal of the creation of subsection (a)(6) of this section and its subsequent amendment cannot be accomplished. We have treated the repeal of the creation of subsection (a)(6) of this section as an amendment to the applicability section of D.C. Law 22-287 the effect of which is to make the creation of subsection (a)(6) of this section applicable as of the effective date of D.C. Law 23-68. Therefore the amendment of this section by § 3(a) of D.C. Law 22-287 has been implemented.
Section 16 of D.C. Law 23-68 provided that the changes made to this section by D.C. Law 23-68 shall apply as of October 1, 2019.
Applicability of D.C. Law 22-287: § 8 of D.C. Law 22-287 provided that the change made to this section by § 3(a) of D.C. Law 22-287 is subject to the inclusion of the law’s fiscal effect in an approved budget and financial plan. Therefore that amendment has not been implemented.
Emergency Legislation
For temporary (90 days) amendment of this section, see § 7(a)(2) of Fiscal Year 2020 Budget Support Clarification Second Emergency Amendment Act of 2019 (D.C. Act 23-201, Jan. 22, 2020, 67 DCR 731).
Editor's Notes
Application of Law 19-210: Section 7 of D.C. Law 19-210 provided that the act shall apply as of January 1, 2012.