AB892: Bill Text

LRB-1119/1

JEO:skg:km

1995 - 1996 LEGISLATURE

1995 Assembly BILL 892

February 19, 1996 - Introduced by Representatives Brancel, Lehman, Goetsch, Baldus, Musser, Dobyns, Ziegelbauer, Ainsworth, Seratti, Hanson, Lorge, Green, Olsen, Albers, La Fave, Vrakas, Schneiders, Gunderson and Grothman, cosponsored by Senators Welch, Huelsman, Panzer, Buettner, Drzewiecki and Petak. Referred to Committee on Small Business and Economic Development.

AB892,1,15 An Act to repeal 157.065 (1) (b) 6., 157.065 (1) (b) 7., 442.06 and 452.12 (2) (b); to renumber 440.01 (1) (a); to amend 440.05 (intro.), 440.08 (2) (a) (intro.), 440.08 (2) (a) 3., 440.08 (2) (a) 66., 440.26 (2) (a) 1., 440.26 (2) (b), 440.26 (4), 440.42 (5) (a) 5., 440.47 (5), 440.48 (1) (e), 440.91 (1), 440.93 (1) (intro.), 442.02 (5m) (a), 442.02 (5m) (b), 442.02 (6), 442.02 (7), 442.02 (9), 442.03 (1), 442.03 (2), 442.03 (3), 442.07 (2), 442.07 (3), 442.08, 442.10 (1), 442.10 (2), 442.11 (2), 442.11 (3), 442.11 (4), 442.11 (8), 442.11 (13), 442.12 (3), 442.13, 443.08 (title), 443.08 (1), 443.08 (2), 443.08 (4) (a), 443.08 (4) (b), 443.08 (5), 443.08 (6), 443.11 (2), 443.14 (4), 443.15 (2), 445.01 (8), 445.105 (4), 448.08 (1), 448.08 (2), 452.09 (1) (b), 452.09 (1) (d), 452.09 (1) (e), 452.10 (1), 452.12 (2) (a), 452.12 (2) (c), 452.133 (3) (b), 452.14 (4), 452.22 (2), 458.22, 459.02 (2), 480.01 (3) (b) and 480.08 (3) (c); to repeal and recreate 440.47 (5); and to create 157.065 (1) (b) 6m., 440.01 (1) (ag), 440.01 (1) (ah) and 440.92 (6) (b) 1m. of the statutes; relat ing to: authorizing the department of regulation and licensing to regulate and license certain business entities for certain occupations.

Analysis by the Legislative Reference Bureau

Under current law, the department of regulation and licensing (DORL) and the examining boards and affiliated credentialing boards attached to DORL regulate individuals and business entities that engage in a variety of occupations and profes sions. If a business entity must obtain a credential to engage in a particular occupa tion or profession, at least one individual involved in that business entity (such as an officer, partner or director) must have the credential that is required for individu als who engage in that occupation or profession. Generally, if a business entity must have a credential to engage in an occupation or profession, current law allows the business entity to use any form of business organization permitted under state law. However, current law sometimes uses language that limits the organizational form of regulated business entities to certain organization forms, such as partnerships and corporations, thus prohibiting the business entity from organizing itself, for ex ample, as a limited liability company.

This bill explicitly permits business entities regulated by DORL or an examin ing board or affiliated credentialing board to use any form of business organization permitted under state law. The bill defines "business entity" to mean any organiza tion or enterprise, other than a sole proprietorship, which is operated for profit or that is nonprofit and nongovernmental, including an association, business trust, cor poration, joint venture, limited liability company, limited liability partnership, part nership or syndicate. The bill also specifies that, when at least one individual in volved in that business entity must have a credential, that individual must be a "business representative" of the business entity. The bill defines "business represen tative" to mean a director, manager, member, officer, owner or partner of a business entity.

For further information see the state fiscal estimate, which will be printed as an appendix to this bill.

The people of the state of Wisconsin, represented in senate and assembly, do enact as follows:

AB892, s. 1 Section 1. 157.065 (1) (b) 6. of the statutes is repealed.

AB892, s. 2 Section 2. 157.065 (1) (b) 6m. of the statutes is created to read:

AB892,2,3 157.065 (1) (b) 6m. A business entity, as defined in s. 440.01 (1) (ag).

AB892, s. 3 Section 3. 157.065 (1) (b) 7. of the statutes is repealed.

AB892, s. 4 Section 4. 440.01 (1) (a) of the statutes is renumbered 440.01 (1) (ar).

AB892, s. 5 Section 5. 440.01 (1) (ag) of the statutes is created to read:

AB892,3,2 440.01 (1) (ag) "Business entity" means any organization or enterprise, other than a sole proprietorship, which is operated for profit or that is nonprofit and non governmental, including an association, business trust, corporation, joint venture, limited liability company, limited liability partnership, partnership or syndicate.

AB892, s. 6 Section 6. 440.01 (1) (ah) of the statutes is created to read:

AB892,3,5 440.01 (1) (ah) "Business representative" means a director, manager, member, officer, owner or partner of a business entity.

AB892, s. 7 Section 7. 440.05 (intro.) of the statutes, as affected by 1995 Wisconsin Act 27, is amended to read:

AB892,3,10 440.05 Standard fees. (intro.) The following standard fees apply to all initial credentials, except as provided in ss. 440.42, 440.43, 440.44, 440.51, 442.06, 444.03, 444.05, 444.11, 449.17, 449.18 and 459.46:

AB892, s. 8 Section 8. 440.08 (2) (a) (intro.) of the statutes, as affected by 1995 Wisconsin Act 27, section 6479, is amended to read:

AB892,3,15 440.08 (2) (a) (intro.) Except as provided in par. (b) and in ss. 440.51, 442.04, 442.06, 444.03, 444.05, 444.11, 448.065, 449.17, 449.18 and 459.46, the renewal dates and renewal fees for credentials are as follows:

AB892, s. 9 Section 9. 440.08 (2) (a) 3. of the statutes, as affected by 1995 Wisconsin Act 27, is amended to read:

AB892,3,19 440.08 (2) (a) 3. Accounting corporation or partnership business entity: Janu ary 1 of each even-numbered year; $41.

AB892, s. 10 Section 10. 440.08 (2) (a) 66. of the statutes, as affected by 1995 Wisconsin Act 27, is amended to read:

AB892,3,23 440.08 (2) (a) 66. Real estate corporation or partnership business entity: Janu ary 1 of each odd-numbered year; $72.

AB892, s. 11 Section 11. 440.26 (2) (a) 1. of the statutes is amended to read:

AB892,4,7 440.26 (2) (a) 1. A private detective agency license may be issued to an individu al, partnership, limited liability company or corporation or to a business entity. An individual, the members of a partnership or limited liability company and the offi cers or directors of a corporation, having who has a private detective agency license, or a business representative of a business entity that has a private detective agency license, are is not required to have a private detective license unless actually engaged in the work of a private detective.

AB892, s. 12 Section 12. 440.26 (2) (b) of the statutes is amended to read:

AB892,4,14 440.26 (2) (b) Applications. The department shall prescribe forms for original and renewal applications. A partnership or limited liability company business entity application shall be executed by all members of the partnership or limited liability company. A corporate application shall be executed by the secretary and the presi dent or vice president and, in addition, in the case of a foreign corporation, by the reg istered agent a business representative of the business entity.

AB892, s. 13 Section 13. 440.26 (4) of the statutes is amended to read:

AB892,4,22 440.26 (4) Bonds or liability policies required. No license may be issued un der this section until a bond or liability policy, approved by the department, in the amount of $10,000 if the applicant for the license is an agency and includes all princi pals, partners, members or corporate officers business representatives, or in the amount of $2,000 if the applicant is a private detective, has been executed and filed with the department. Such bonds or liability policies shall be furnished by an insurer authorized to do a surety business in this state in a form approved by the department.

AB892, s. 14 Section 14. 440.42 (5) (a) 5. of the statutes is amended to read:

AB892,5,3 440.42 (5) (a) 5. An educational institution and its authorized charitable foundations which solicit contributions only from its students and their families, alumni, faculty, trustees, corporations business entities, foundations and patients.

AB892, s. 15 Section 15. 440.47 (5) of the statutes is amended to read:

AB892,5,19 440.47 (5) Substitute service upon secretary of state. A charitable organiza tion, fund-raising counsel, professional fund-raiser or commercial coventurer that has its principal place of business outside of this state or is organized under laws oth er than the laws of this state and that is subject to this subchapter shall be considered to have irrevocably appointed the secretary of state as its agent for the service of pro cess or notice directed to the charitable organization, fund-raising counsel, profes sional fund-raiser or commercial coventurer or to any of its partners, principal offi cers or directors business representatives in an action or proceeding brought under this subchapter. Service of process or notice upon the secretary of state shall be made by personally delivering to and leaving with the secretary of state a copy of the pro cess or notice. That service shall be sufficient service if the secretary of state immedi ately sends notice of the service and a copy of the process or notice to the charitable organization, fund-raising counsel, professional fund-raiser, commercial coventur er or other person to whom it is directed by registered mail, with return receipt re quested, at the last address known to the secretary of state.

AB892, s. 16 Section 16. 440.47 (5) of the statutes, as affected by 1995 Wisconsin Acts 27 and .... (this act), is repealed and recreated to read:

AB892,6,12 440.47 (5) Substitute service upon department of financial institutions. A charitable organization, fund-raising counsel, professional fund-raiser or commer cial coventurer that has its principal place of business outside of this state or is orga nized under laws other than the laws of this state and that is subject to this sub chapter shall be considered to have irrevocably appointed the department of financial institutions as its agent for the service of process or notice directed to the charitable organization, fund-raising counsel, professional fund-raiser or commer cial coventurer or to any of its business representatives in an action or proceeding brought under this subchapter. Service of process or notice upon the department of financial institutions shall be made by personally delivering to and leaving with the department of financial institutions a copy of the process or notice. That service shall be sufficient service if the department of financial institutions immediately sends no tice of the service and a copy of the process or notice to the charitable organization, fund-raising counsel, professional fund-raiser, commercial coventurer or other per son to whom it is directed by registered mail, with return receipt requested, at the last address known to the department of financial institutions.

AB892, s. 17 Section 17. 440.48 (1) (e) of the statutes is amended to read:

AB892,6,18 440.48 (1) (e) No charitable organization may indemnify an officer, employe or director a business representative for any costs, fees, restitution or forfeitures as sessed against that individual by the court under par. (b), (c) or (d) unless the court determines that the individual acted in good faith and reasonably believed the con duct was in or not opposed to the best interests of the charitable organization.

AB892, s. 18 Section 18. 440.91 (1) of the statutes is amended to read:

AB892,6,25 440.91 (1) Except as provided in sub. (6m), every cemetery authority that sells or solicits the sale of a total of 10 or more cemetery lots or mausoleum spaces during a calendar year and that pays any commission or other compensation to any person for selling or soliciting the sale of its cemetery lots or mausoleum spaces shall register with the department. The registration shall be in writing and shall include the names of all of the officers business representatives of the cemetery authority.

AB892, s. 19 Section 19. 440.92 (6) (b) 1m. of the statutes is created to read:

AB892,7,5 440.92 (6) (b) 1m. If the preneed seller is a business entity other than a corpora tion specified in subd. 1., the name, residence address and business address of each business representative who beneficially owns or has the power to vote 5% or more of any interest in a business entity.

AB892, s. 20 Section 20. 440.93 (1) (intro.) of the statutes is amended to read:

AB892,7,14 440.93 (1) (intro.) The department may reprimand a registrant or deny, limit, suspend or revoke a certificate of a cemetery authority, cemetery salesperson or pre need seller if it finds that the applicant or registrant has done any of the following, or, if the applicant or registrant, is an association, partnership, limited liability com pany or corporation a business entity. that any officer, director, trustee, member or shareholder business representative who beneficially owns, holds or has the power to vote 5% or more of any class of security issued by the interest in the applicant or registrant, has done any of the following:

AB892, s. 21 Section 21. 442.02 (5m) (a) of the statutes is amended to read:

AB892,7,20 442.02 (5m) (a) Who signs or affixes his or her name or any trade or assumed name used by the person in his or her business or profession to an opinion or certifi cate attesting to the reliability of any representation or estimate in regard to any per son, business entity or organization embracing financial information, financial transactions or accounting records.

AB892, s. 22 Section 22. 442.02 (5m) (b) of the statutes is amended to read:

AB892,8,2 442.02 (5m) (b) This subsection does not prohibit any officer, employe, partner or principal business representative of any organization business entity or any sole proprietor from affixing his or her signature to any statement or report in reference to the affairs of that organization with any wording designating the position, title or office which he or she holds in that organization. This subsection does not prohibit any act of a public official or public employe in the performance of his or her duties.

AB892, s. 23 Section 23. 442.02 (6) of the statutes is amended to read:

AB892,8,7 442.02 (6) Every member of a partnership and every officer and director busi ness representative of a corporation business entity who, in such capacity, does any of the things enumerated in subs. (1) to (5m), shall be deemed to be in practice as a public accountant.

AB892, s. 24 Section 24. 442.02 (7) of the statutes is amended to read:

AB892,8,17 442.02 (7) Nothing contained in this chapter shall prevent the employment by a certified public accountant, or by a public accountant, or by a firm or corporation business entity, furnishing public accounting services as principal, of persons to serve as accountants in various capacities, as needed; provided, that such persons work under the control and supervision of certified public accountants or accoun tants with certificates of authority as hereinafter provided, that such employes shall not issue any statements or reports over their own names except such office reports to their employer as are customary and that such employes are not in any manner held out to the public as public accountants as described in this chapter.

AB892, s. 25 Section 25. 442.02 (9) of the statutes is amended to read:

AB892,8,25 442.02 (9) Nothing contained in this chapter shall apply to any persons who may be employed by more than one person, partnership or corporation, business enti ty for the purpose of keeping books, making trial balances or statements, and prepar ing audits or reports, provided such audits or reports are not used or issued by the employers as having been prepared by a public accountant and provided such per sons do not do any of the things enumerated in sub. (5m) (a), without complying with sub. (5m) (b).

AB892, s. 26 Section 26. 442.03 (1) of the statutes is amended to read:

AB892,9,9 442.03 (1) No person may lawfully practice in this state as a certified public accountant either in the person's own name, or as an employe, or under an assumed name, or as an officer, member a business representative or employe of a firm, or as an officer or employe of a corporation business entity or sole proprietorship, unless the person has been granted by the examining board a certificate as a certified public accountant, and unless the person, firm or corporation jointly and severally, has and the business entity have complied with all of the provisions of this chapter, including licensure.

AB892, s. 27 Section 27. 442.03 (2) of the statutes is amended to read:

AB892,9,18 442.03 (2) No person may lawfully practice in this state as a public accountant either in the person's own name, or as an employe or under an assumed name, or as an officer, a business representative or employe or member of a firm, or as an officer or employe of a corporation business entity or sole proprietorship, unless the person has been granted by the examining board a certificate of authority as a public accoun tant and unless the person, firm or corporation, jointly and severally, has and the business entity have complied with all of the provisions of this chapter, including li censure.

AB892, s. 28 Section 28. 442.03 (3) of the statutes is amended to read:

AB892,9,24 442.03 (3) No corporation or other business entity and no officer, partner, stock holder business representative or employe thereof may lawfully practice in this state as a public accountant or a certified public accountant either in the entity's or per son's name, or as an employe or under an assumed name, unless the natural person has been granted by this examining board a certificate of authority as a public accountant and unless the person or entity, jointly and severally, has and the busi ness entity have complied with all the provisions of this chapter, including licensure.