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:
AB150-ASA1-AA26,215,1916 180.0128 (6) Upon request by telephone or otherwise, the office of the secretary
17of state
department shall confirm, by telephone, any of the information required in
18a certificate of status under sub. (2) and may confirm any other information
19permitted under sub. (3).
AB150-ASA1-AA26, s. 4565b 20Section 4565b. 180.0129 (1) of the statutes is amended to read:
AB150-ASA1-AA26,215,2421 180.0129 (1) A person may not sign a document with intent that it be delivered
22to the secretary of state department for filing or deliver, or cause to be delivered, a
23document to the secretary of state department for filing, if the person knows that the
24document is false in any material respect at the time of its delivery.
AB150-ASA1-AA26, s. 4566b 25Section 4566b. 180.0203 (2) of the statutes is amended to read:
AB150-ASA1-AA26,216,4
1180.0203 (2) The secretary of state's department's filing of the articles of
2incorporation is conclusive proof that the corporation is incorporated under this
3chapter, except in a proceeding by the state to cancel or revoke the incorporation or
4involuntarily dissolve the corporation.
AB150-ASA1-AA26, s. 4567b 5Section 4567b. 180.0401 (2) (a) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,216,86 180.0401 (2) (a) (intro.) Except as provided in subs. (3) and (4), the corporate
7name of a domestic corporation must be distinguishable upon the records of the
8secretary of state department from all of the following names:
AB150-ASA1-AA26, s. 4568b 9Section 4568b. 180.0401 (3) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,216,1410 180.0401 (3) (intro.) A corporation may apply to the secretary of state
11department for authorization to use a name that is not distinguishable upon the
12records of the secretary of state department from one or more of the names described
13in sub. (2). The secretary of state department shall authorize use of the name applied
14for if any of the following occurs:
AB150-ASA1-AA26, s. 4569b 15Section 4569b. 180.0401 (3) (a) of the statutes is amended to read:
AB150-ASA1-AA26,216,2116 180.0401 (3) (a) The other corporation or the foreign corporation, limited
17liability company, nonstock corporation, limited partnership or cooperative
18association consents to the use in writing and submits an undertaking in a form
19satisfactory to the secretary of state department to change its name to a name that
20is distinguishable upon the records of the secretary of state department from the
21name of the applicant.
AB150-ASA1-AA26, s. 4570b 22Section 4570b. 180.0401 (3) (b) of the statutes is amended to read:
AB150-ASA1-AA26,216,2523 180.0401 (3) (b) The applicant delivers to the secretary of state department a
24certified copy of a final judgment of a court of competent jurisdiction establishing the
25applicant's right to use the name applied for in this state.
AB150-ASA1-AA26, s. 4571b
1Section 4571b. 180.0402 (1) of the statutes is amended to read:
AB150-ASA1-AA26,217,142 180.0402 (1) A person may reserve the exclusive use of a corporate name,
3including a fictitious name for a foreign corporation whose corporate name is not
4available, by delivering an application to the secretary of state department for filing
5or by making a telephone application. The application shall include the name and
6address of the applicant and the name proposed to be reserved. If the secretary of
7state
department finds that the corporate name applied for under this subsection is
8available, the secretary of state department shall reserve the name for the
9applicant's exclusive use for a 120-day period, which may be renewed by the
10applicant or a transferee under sub. (2) from time to time. If an application to reserve
11a name or to renew a reserved name is made by telephone, the secretary of state
12department shall cancel the reservation or renewal if the secretary of state
13department does not receive the fee required under s. 180.0122 (1) (e) or (f) within
1415 business days after the application is made.
AB150-ASA1-AA26, s. 4572b 15Section 4572b. 180.0402 (2) of the statutes is amended to read:
AB150-ASA1-AA26,217,1916 180.0402 (2) A person who has the right to exclusive use of a reserved corporate
17name under sub. (1) may transfer the reservation to another person by delivering to
18the secretary of state department a written and signed notice of the transfer that
19states the name and address of the transferee.
AB150-ASA1-AA26, s. 4573b 20Section 4573b. 180.0403 (1) (a) of the statutes is amended to read:
AB150-ASA1-AA26,217,2521 180.0403 (1) (a) A foreign corporation may register its corporate name if the
22name is distinguishable upon the records of the secretary of state department from
23the names described in s. 180.1506 (2) (a) 1. to 7. and if the foreign corporation
24delivers to the secretary of state department for filing an application complying with
25par. (b).
AB150-ASA1-AA26, s. 4574b
1Section 4574b. 180.0403 (1) (c) of the statutes is amended to read:
AB150-ASA1-AA26,218,62 180.0403 (1) (c) The registration expires December 31. The foreign corporation
3may renew its registration by delivering to the secretary of state department for
4filing a renewal application, which complies with par. (b), between October 1 and
5December 31 of each year that the registration is in effect. The renewal application
6when filed renews the registration for the next year.
AB150-ASA1-AA26, s. 4575b 7Section 4575b. 180.0403 (2) of the statutes is amended to read:
AB150-ASA1-AA26,218,158 180.0403 (2) A domestic corporation or a foreign corporation authorized to
9transact business in this state may, upon merger, change of name or dissolution,
10register its corporate name for no more than 10 years by delivering to the secretary
11of state
department for filing an application, executed by the domestic corporation
12or foreign corporation, simultaneously with the delivery for filing of the articles of
13merger or dissolution, the articles of amendment or restated articles that change the
14corporate name or an application for an amended certificate of authority that
15changes the corporate name.
AB150-ASA1-AA26, s. 4576b 16Section 4576b. 180.0403 (3m) of the statutes is amended to read:
AB150-ASA1-AA26,218,2017 180.0403 (3m) A person who has the right to exclusive use of a registered name
18under sub. (1) or (2) may transfer the registration to another person by delivering to
19the secretary of state department a written and signed notice of the transfer that
20states the name and address of the transferee.
AB150-ASA1-AA26, s. 4577b 21Section 4577b. 180.0502 (1) (a) of the statutes is amended to read:
AB150-ASA1-AA26,218,2322 180.0502 (1) (a) Delivering to the secretary of state department for filing a
23statement of change.
AB150-ASA1-AA26, s. 4578b 24Section 4578b. 180.0502 (1) (c) of the statutes is amended to read:
AB150-ASA1-AA26,219,4
1180.0502 (1) (c) If a domestic corporation, including the name of its registered
2agent and the street address of its registered office, as changed, in its annual report
3under s. 180.1622 or 180.1921. A change under this paragraph is effective on the date
4the annual report is filed by the office of the secretary of state department.
AB150-ASA1-AA26, s. 4579b 5Section 4579b. 180.0502 (3) of the statutes is amended to read:
AB150-ASA1-AA26,219,116 180.0502 (3) If a registered agent changes the street address of his or her
7business office, he or she may change the street address of the registered office of any
8corporation for which he or she is the registered agent by notifying the corporation
9in writing of the change and by signing, either manually or in facsimile, and
10delivering to the secretary of state department for filing a statement that complies
11with sub. (2) and recites that the corporation has been notified of the change.
AB150-ASA1-AA26, s. 4580b 12Section 4580b. 180.0503 (1) (intro.) of the statutes is amended to read:
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