Sec. 42. 36 MRSA §4641-C, sub-§§19 and 20 are enacted to read:

19.__Deeds pursuant to conversions.__Deeds made pursuant to conversions of business entities pursuant to Title 13-A, section 912 or Title 31, sections 418 and 746; and

20.__Deeds pursuant to mergers or consolidations.__Deeds made pursuant to mergers or consolidations of business entities pursuant to Title 13-A, section 911 or Title 31, section 417 or 741-A, in each case where the only consideration received is equity interests in the resultant business entity or the beneficial ownership of the real estate does not change as a result of the merger or consolidation.

SUMMARY

This bill authorizes mergers and consolidations between corporations and other business entities; permits same-entity and inter-entity mergers and consolidations for business entities other than corporations; and sets a fee for these new filings.

This bill also permits any business entity other than a general partnership to convert to another type of business entity and sets a fee for these new filings.

In order to provide consistency in certain fee amounts, this bill increases the amendment fees for all business corporations; increases the fee for mergers of foreign business corporations; and decreases the amendment fees, as well as the initial fee for organizing or qualifying a limited liability company, limited partnership and limited liability partnership.

The bill allows limited liability companies, limited liability partnerships and limited partnerships to use an assumed name that does not include the respective designations "LLC," "LLP" and "LP" as part of the name.

The bill also eliminates the rights of 3rd parties to request disclosure of the names of "limited" owners of limited liability companies, limited liability partnerships and limited partnerships.