AB150-ASA1-AA26, s. 4521b 17Section 4521b. 179.82 (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,206,22 18179.82 Registration. (intro.) Before transacting business in this state, a
19foreign limited partnership shall register with the secretary of state department. A
20foreign limited partnership shall submit in duplicate, together with a filing fee of
21$75, an application for registration as a foreign limited partnership, signed and
22sworn to by a general partner and setting forth all of the following:
AB150-ASA1-AA26, s. 4522b 23Section 4522b. 179.82 (5) of the statutes is amended to read:
AB150-ASA1-AA26,207,224 179.82 (5) A statement that the secretary of state department is appointed the
25agent of the foreign limited partnership for service of process under s. 179.88 if the

1agent's authority has been revoked or the agent cannot be found or served with the
2exercise of reasonable diligence.
AB150-ASA1-AA26, s. 4523b 3Section 4523b. 179.83 (1) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,207,64 179.83 (1) (intro.) If the secretary of state department finds that an application
5for registration conforms to law and all requisite fees have been paid, he or she the
6department
shall:
AB150-ASA1-AA26, s. 4524b 7Section 4524b. 179.83 (1) (b) of the statutes is amended to read:
AB150-ASA1-AA26,207,88 179.83 (1) (b) File in his or her office a duplicate original of the application.
AB150-ASA1-AA26, s. 4525b 9Section 4525b. 179.84 of the statutes is amended to read:
AB150-ASA1-AA26,207,12 10179.84 Name. A foreign limited partnership may register with the secretary
11of state
department under any name that includes without abbreviation the words
12"limited partnership" and that could be registered by a domestic limited partnership.
AB150-ASA1-AA26, s. 4526b 13Section 4526b. 179.85 of the statutes is amended to read:
AB150-ASA1-AA26,207,19 14179.85 Amendments. If any statement in the application for registration of
15a foreign limited partnership was false when made or any arrangements or other
16facts described have changed, making the application inaccurate in any respect, the
17foreign limited partnership shall promptly file in the office of the secretary of state
18with the department, together with a filing fee of $15, a certificate, signed and sworn
19to by a general partner, correcting the statement.
AB150-ASA1-AA26, s. 5427b 20Section 5427b. 179.86 (1) of the statutes is amended to read:
AB150-ASA1-AA26,207,2321 179.86 (1) A foreign limited partnership may cancel its registration by filing
22with the secretary of state department, together with a filing fee of $15, a certificate
23of cancellation signed and sworn to by a general partner.
AB150-ASA1-AA26, s. 5428b 24Section 5428b. 179.86 (2) of the statutes is amended to read:
AB150-ASA1-AA26,208,3
1179.86 (2) A cancellation does not terminate the authority of the secretary of
2state
department to accept service of process on the foreign limited partnership with
3respect to claims arising out of the transaction of business in this state.
AB150-ASA1-AA26, s. 5429b 4Section 5429b. 179.87 (4) of the statutes is amended to read:
AB150-ASA1-AA26,208,85 179.87 (4) A foreign limited partnership, by transacting business in this state
6without registration, appoints the secretary of state department as its agent for
7service of process under s. 179.88 with respect to claims arising out of the transaction
8of business in this state.
AB150-ASA1-AA26, s. 5430b 9Section 5430b. 179.88 of the statutes is amended to read:
AB150-ASA1-AA26,208,19 10179.88 Substituted service. Service of process on the secretary of state
11department under this subchapter shall be made by serving of duplicate copies of the
12process on the secretary of state department, together with a fee of $10. The
13secretary of state department shall mail notice of the service and a copy of the process
14within 10 days addressed to the foreign limited partnership at its office in the state
15of its organization. The time within which the foreign limited partnership may
16answer or move to dismiss under s. 802.06 (2) does not start to run until 10 days after
17the date of the mailing. The secretary of state department shall keep a record of
18service of process under this section showing the day and hour of service and the date
19of mailing.
AB150-ASA1-AA26, s. 4531b 20Section 4531b. 180.0103 (6m) of the statutes is created to read:
AB150-ASA1-AA26,208,2221 180.0103 (6m) "Department", except in subs. (8) and (18), means the
22department of financial institutions.
AB150-ASA1-AA26, s. 4532b 23Section 4532b. 180.0120 (1) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,209,224 180.0120 (1) (intro.) Except as provided in sub. (4), a document required or
25permitted to be filed under this chapter in the office of the secretary of state with the

1department
must satisfy all of the following requirements to be filed under s.
2180.0125 (2) (a):
AB150-ASA1-AA26, s. 4533b 3Section 4533b. 180.0120 (1) (d) of the statutes is amended to read:
AB150-ASA1-AA26,209,54 180.0120 (1) (d) Contain the name of the drafter, if required by s. 14.38 (14)
5182.01 (3).
AB150-ASA1-AA26, s. 4534b 6Section 4534b. 180.0120 (1) (f) of the statutes is amended to read:
AB150-ASA1-AA26,209,87 180.0120 (1) (f) Be on the form prescribed by the secretary of state department
8if the document is described in s. 180.0121 (1).
AB150-ASA1-AA26, s. 4535b 9Section 4535b. 180.0120 (1) (g) of the statutes is amended to read:
AB150-ASA1-AA26,209,1210 180.0120 (1) (g) Be delivered to the office of the secretary of state department
11for filing and be accompanied by one exact or conformed copy and the filing fee
12required by s. 180.0122.
AB150-ASA1-AA26, s. 4536b 13Section 4536b. 180.0120 (2) of the statutes is amended to read:
AB150-ASA1-AA26,209,1614 180.0120 (2) The secretary of state department shall file photocopies or other
15reproduced copies of typewritten or printed documents if the copies are manually
16signed and satisfy this section.
AB150-ASA1-AA26, s. 4537b 17Section 4537b. 180.0120 (4) of the statutes is amended to read:
AB150-ASA1-AA26,209,2018 180.0120 (4) The secretary of state department may waive any of the
19requirements of subs. (1) to (3) if it appears from the face of the document that the
20document's failure to satisfy the requirement is immaterial.
AB150-ASA1-AA26, s. 4538b 21Section 4538b. 180.0121 (1) (a) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,209,2322 180.0121 (1) (a) (intro.) The secretary of state department shall prescribe and
23furnish on request forms for all of the following documents:
AB150-ASA1-AA26, s. 4539b 24Section 4539b. 180.0121 (1) (b) of the statutes is amended to read:
AB150-ASA1-AA26,210,3
1180.0121 (1) (b) The forms prescribed by the secretary of state department
2under par. (a) 1., 2. and 3. shall require disclosure of only the information required
3under ss. 180.1503, 180.1520, 180.1622 and 180.1921, respectively.
AB150-ASA1-AA26, s. 4540b 4Section 4540b. 180.0121 (2) of the statutes is amended to read:
AB150-ASA1-AA26,210,75 180.0121 (2) The secretary of state department may prescribe and furnish on
6request forms for other documents required or permitted to be filed by this chapter,
7but use of these forms is not mandatory.
AB150-ASA1-AA26, s. 4541b 8Section 4541b. 180.0122 (1) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,210,119 180.0122 (1) (intro.) The secretary of state department shall collect the
10following fees when the documents described in this subsection are delivered to him
11or her
for filing or, under pars. (e) and (f), the telephone applications are made:
AB150-ASA1-AA26, s. 4542b 12Section 4542b. 180.0122 (2) of the statutes is amended to read:
AB150-ASA1-AA26,210,1613 180.0122 (2) The secretary of state department shall collect a $10 fee each time
14process is served on him or her the department under this chapter. The party to a
15civil, criminal, administrative or investigatory proceeding causing service of process
16may recover this fee as costs if the party prevails in the proceeding.
AB150-ASA1-AA26, s. 4543b 17Section 4543b. 180.0122 (3) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,210,1918 180.0122 (3) (intro.) The secretary of state department may not collect a fee for
19any of the following:
AB150-ASA1-AA26, s. 4544b 20Section 4544b. 180.0122 (4) of the statutes is amended to read:
AB150-ASA1-AA26,210,2521 180.0122 (4) In addition to the fees required under sub. (1), the secretary of
22state
department shall collect the expedited service fee under s. 14.38 (9) s. 182.01
23(4)
for processing in an expeditious manner a document required or permitted to be
24filed under this chapter or for preparing in an expeditious manner a certificate of
25status under s. 180.0128 (1) to (3) or a statement of status under s. 180.0128 (4).
AB150-ASA1-AA26, s. 4545b
1Section 4545b. 180.0123 (1) (a) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,211,52 180.0123 (1) (a) (intro.) Except as provided in sub. (2) or s. 180.0124 (3),
3180.1622 (5) or 180.1921 (4), a document filed by the secretary of state department
4under this chapter is effective on the date that it is received by the office of the
5secretary of state
department for filing and at any of the following times on that date:
AB150-ASA1-AA26, s. 4546b 6Section 4546b. 180.0123 (1) (b) of the statutes is amended to read:
AB150-ASA1-AA26,211,97 180.0123 (1) (b) The date that a document is received by the office of the
8secretary of state
department is determined by the secretary of state's department's
9endorsement on the original document under s. 180.0125 (1).
AB150-ASA1-AA26, s. 4547b 10Section 4547b. 180.0124 (1) of the statutes is amended to read:
AB150-ASA1-AA26,211,1511 180.0124 (1) A domestic corporation or foreign corporation may correct a
12document that is filed by the secretary of state department before, on or after
13January 1, 1991, if the document contains a statement that was incorrect at the time
14of filing or was defectively executed, including defects in any attestation, seal,
15verification or acknowledgment.
AB150-ASA1-AA26, s. 4548b 16Section 4548b. 180.0124 (2) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,211,1917 180.0124 (2) (intro.) To correct a document under sub. (1), a domestic
18corporation or foreign corporation shall prepare and deliver to the secretary of state
19department for filing articles of correction that satisfy all of the following:
AB150-ASA1-AA26, s. 4549b 20Section 4549b. 180.0125 (title) of the statutes is amended to read:
AB150-ASA1-AA26,211,22 21180.0125 (title) Filing duty of secretary of state department of financial
22institutions
.
AB150-ASA1-AA26, s. 4550b 23Section 4550b. 180.0125 (1) of the statutes is amended to read:
AB150-ASA1-AA26,212,424 180.0125 (1) Upon receipt of a document by the office of the secretary of state
25department for filing, the secretary of state department shall stamp or otherwise

1endorse the date and time of receipt on the original, the document copy and, upon
2request, any additional document copy received. The secretary of state department
3shall return any additional document copy to the person delivering it, as
4confirmation of the date and time of receipt.
AB150-ASA1-AA26, s. 4551b 5Section 4551b. 180.0125 (2) (a) of the statutes is amended to read:
AB150-ASA1-AA26,212,126 180.0125 (2) (a) Except as provided in par. (b), if a document satisfies s.
7180.0120 and the terms of the document satisfy, if applicable, s. 180.0401 (1) and (2)
8or 180.1506 (1) and (2), the secretary of state department shall file the document by
9stamping or otherwise endorsing "Filed", together with his or her the department
10name and official title, on both the original and the document copy. After filing a
11document, the secretary of state department shall deliver the document copy to the
12domestic corporation or foreign corporation, or its representative.
AB150-ASA1-AA26, s. 4552b 13Section 4552b. 180.0125 (2) (b) of the statutes is amended to read:
AB150-ASA1-AA26,212,1814 180.0125 (2) (b) If a domestic corporation or foreign corporation is in default
15in the payment of any fee required under s. 180.0122 (1) (a) to (j) or (m) to (ym), the
16secretary of state department shall refuse to file any document relating to the
17domestic corporation or foreign corporation until all delinquent fees are paid by the
18domestic corporation or foreign corporation.
AB150-ASA1-AA26, s. 4553b 19Section 4553b. 180.0125 (3) (a) of the statutes is amended to read:
AB150-ASA1-AA26,212,2420 180.0125 (3) (a) If the secretary of state department refuses to file a document,
21he or she the department shall return it to the domestic corporation or foreign
22corporation, or its representative, within 5 business days after the document was
23received by the office of the secretary of state department for filing, together with a
24brief, written explanation of the reason for his or her the refusal.
AB150-ASA1-AA26, s. 4554b 25Section 4554b. 180.0125 (3) (b) of the statutes is amended to read:
AB150-ASA1-AA26,213,3
1180.0125 (3) (b) The secretary of state's department's failure to either file or
2return a document within 5 business days after it was received constitutes a refusal
3to file the document.
AB150-ASA1-AA26, s. 4555b 4Section 4555b. 180.0125 (3) (c) of the statutes is amended to read:
AB150-ASA1-AA26,213,125 180.0125 (3) (c) Except as provided in s. 180.0124 (3), if a document that had
6been refused for filing by the secretary of state department is resubmitted and filed
7by the secretary of state department, the effective date of the filed document under
8s. 180.0123 is the date that the resubmitted document is received by the office of the
9secretary of state
department for filing or a delayed effective date specified in the
10resubmitted document in accordance with s. 180.0123 (2). The effective time of the
11resubmitted document shall be determined under s. 180.0123 (1) or (2), whichever
12is applicable.
AB150-ASA1-AA26, s. 4556b 13Section 4556b. 180.0125 (4) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,213,1614 180.0125 (4) (intro.)  Except as provided in s. 180.0203 (2), the secretary of
15state's
department's filing of a document or refusal to file a document does not do any
16of the following:
AB150-ASA1-AA26, s. 4557b 17Section 4557b. 180.0126 of the statutes is amended to read:
AB150-ASA1-AA26,214,3 18180.0126 Appeal from secretary of state's department of financial
19institutions'
refusal to file document. (1) If the secretary of state department
20refuses to file a document received by his or her office for filing, the domestic
21corporation or foreign corporation may appeal the refusal by filing a petition in
22circuit court to compel the secretary of state department to file the document. The
23domestic corporation or foreign corporation shall file the petition in the circuit court
24for the county where the domestic corporation's or foreign corporation's principal
25office or, if none in this state, its registered office is or will be located. The domestic

1corporation or foreign corporation shall attach to the petition the document and any
2explanation by the secretary of state department of the reasons for his or her the
3refusal to file.
AB150-ASA1-AA26,214,9 4(2) The domestic corporation or foreign corporation shall file the petition under
5sub. (1) within 30 days after the secretary of state department returns the document
6under s. 180.0125 (3) (a). If the secretary of state department does not return the
7document within the period specified in s. 180.0125 (3) (b), the domestic corporation
8or foreign corporation shall file the petition within 30 days after the period specified
9in s. 180.0125 (3) (b) expires.
AB150-ASA1-AA26,214,12 10(3) The court may summarily order the secretary of state department to file the
11document or take other action that the court considers appropriate. The court's final
12decision may be appealed as in other civil proceedings.
AB150-ASA1-AA26, s. 4558b 13Section 4558b. 180.0127 of the statutes is amended to read:
AB150-ASA1-AA26,214,18 14180.0127 Evidentiary effect of copy of filed document. A certificate that
15contains the secretary of state's signature, produced manually or in facsimile, and
16this state's seal and that is attached to a
certified copy of a document filed by the
17secretary of state department is conclusive evidence that the original document is on
18file with the secretary of state department.
AB150-ASA1-AA26, s. 4559b 19Section 4559b. 180.0128 (1) of the statutes is amended to read:
AB150-ASA1-AA26,214,2120 180.0128 (1) Any person may obtain from the secretary of state department,
21upon request, a certificate of status for a domestic corporation or foreign corporation.
AB150-ASA1-AA26, s. 4560b 22Section 4560b. 180.0128 (2) (b) 3. of the statutes is amended to read:
AB150-ASA1-AA26,214,2523 180.0128 (2) (b) 3. The domestic corporation or foreign corporation has, during
24its most recently completed report year, filed with the secretary of state department
25an annual report required by s. 180.1622, or, if a service corporation, by s. 180.1921.
AB150-ASA1-AA26, s. 4561b
1Section 4561b. 180.0128 (3) of the statutes is amended to read:
AB150-ASA1-AA26,215,32 180.0128 (3) The certificate of status may include other facts of record in the
3office of the secretary of state department that are requested.
AB150-ASA1-AA26, s. 4562b 4Section 4562b. 180.0128 (4) of the statutes is amended to read:
AB150-ASA1-AA26,215,95 180.0128 (4) Upon request, the secretary of state department shall issue, by
6telegraph, teletype, facsimile or other form of wire or wireless communication, a
7statement of status, which shall contain the information required in a certificate of
8status under sub. (2) and may contain any other information permitted under sub.
9(3).
AB150-ASA1-AA26, s. 4563b 10Section 4563b. 180.0128 (5) of the statutes is amended to read:
AB150-ASA1-AA26,215,1411 180.0128 (5) Subject to any qualification stated in a certificate or statement of
12status issued by the secretary of state department, the certificate or statement is
13conclusive evidence that the domestic corporation or foreign corporation is in
14existence or is authorized to transact business in this state.
AB150-ASA1-AA26, s. 4564b 15Section 4564b. 180.0128 (6) of the statutes is amended to read:
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