SB176, s. 30 9Section 30. 157.062 (2) of the statutes is amended to read:
SB176,21,1510 157.062 (2) Amendments. The association may change its name, the number
11of trustees or the annual meeting date by resolution at an annual meeting, or special
12meeting called for such purpose, by a majority vote of the members present, and,
13except as provided in sub. (9), by delivering to the department of financial
14institutions
secretary of state a copy of the resolution, with the date of adoption,
15certified by the president and secretary or corresponding officers.
SB176, s. 31 16Section 31. 157.062 (6) (b) of the statutes is amended to read:
SB176,22,617 157.062 (6) (b) If an association that has been dissolved under par. (a), or any
18group that was never properly organized as a cemetery association, has cemetery
19grounds and human remains are buried in the cemetery grounds, 5 or more
20members, or persons interested as determined by order of the circuit judge under par.
21(c), may publish a class 3 notice, under ch. 985, in the municipality in which the
22cemetery is located, of the time, place and object of the meeting, assemble and
23reorganize by the election of trustees and divide them into classes as provided in sub.
24(1), the commencement of the terms to be computed from the next annual meeting
25date. The secretary shall enter the proceedings of the meeting on the records. The

1association is reorganized upon delivery of a copy of the proceedings to the
2department of financial institutions secretary of state, except as provided in sub. (9).
3Upon reorganization, the title to the cemetery grounds, trust funds and all other
4property of the association or group vests in the reorganized association, under the
5control of the trustees. The reorganized association may continue the name of the
6dissolved association or may adopt a new name.
SB176, s. 32 7Section 32. 157.062 (6m) of the statutes is amended to read:
SB176,22,108 157.062 (6m) Forms. The department of financial institutions secretary of
9state
may prescribe and furnish forms for providing the information required under
10subs. (1) to (6).
SB176, s. 33 11Section 33. 157.062 (9) of the statutes is amended to read:
SB176,22,1812 157.062 (9) Exemptions for certain nonprofit cemeteries. In lieu of
13delivering a certification, resolution or copy of proceedings to the department of
14financial institutions
secretary of state under sub. (1), (2) or (6) (b), a cemetery
15association that is not required to be registered under s. 440.91 (1) and that is not
16organized or conducted for pecuniary profit shall deliver the certification, resolution
17or copy of proceedings to the office of the register of deeds of the county in which the
18cemetery is located.
SB176, s. 34 19Section 34. 157.064 (7) of the statutes is amended to read:
SB176,22,2520 157.064 (7) Not more than 30 days after a transfer under sub. (6), the
21transferring association shall notify the department of financial institutions
22secretary of state in writing of the transfer, including the name and address of the
23accepting association or its treasurer. The department of financial institutions
24secretary of state may prescribe and furnish forms for providing the information
25required under this subsection.
SB176, s. 35
1Section 35. 157.62 (1) (a) (intro.) of the statutes is amended to read:
SB176,23,72 157.62 (1) (a) (intro.) Except as provided in par. (b) and s. 157.625, every
3cemetery association shall file an annual report with the department of financial
4institutions
secretary of state. The report shall be made on a calendar-year basis
5unless the department of financial institutions secretary of state, by rule, provides
6for other reporting periods. The report is due on the 60th day after the last day of
7the reporting period. The annual report shall include all of the following:
SB176, s. 36 8Section 36. 157.62 (1) (c) of the statutes is amended to read:
SB176,23,149 157.62 (1) (c) The department of financial institutions secretary of state may
10prescribe and furnish forms for reports required under this subsection. If the
11department of financial institutions secretary of state prescribes forms under this
12paragraph, the department of financial institutions secretary of state shall mail the
13forms to cemetery associations required to file under par. (a) no later than 60 days
14before the reports are due.
SB176, s. 37 15Section 37. 178.01 (2) (de) of the statutes is repealed.
SB176, s. 38 16Section 38. 178.40 (1) (intro.) of the statutes is amended to read:
SB176,23,2017 178.40 (1) (intro.) To become a registered limited liability partnership or a
18foreign registered limited liability partnership, a partnership shall file with the
19department secretary of state the fee specified in s. 178.48 and a registration
20statement that includes all of the following:
SB176, s. 39 21Section 39. 178.40 (2) (intro.) of the statutes is amended to read:
SB176,23,2522 178.40 (2) (intro.) A registered limited liability partnership or a foreign
23registered limited liability partnership may amend its registration statement at any
24time by filing with the department secretary of state a statement that includes all
25of the following:
SB176, s. 40
1Section 40. 178.40 (3) (intro.) of the statutes is amended to read:
SB176,24,52 178.40 (3) (intro.) A registered limited liability partnership or a foreign
3registered limited liability partnership may terminate its registration by filing with
4the department secretary of state the fee specified in s. 178.48 and a written notice
5of withdrawal that includes all of the following:
SB176, s. 41 6Section 41. 178.41 (1) (a) of the statutes is amended to read:
SB176,24,117 178.41 (1) (a) The department's secretary of state's filing of a registration
8statement is conclusive proof that the partnership is registered as a registered
9limited liability partnership or a foreign registered limited liability partnership
10under this chapter, except in a proceeding by the state to revoke the registration, and
11is notice of all other facts set forth in the registration statement.
SB176, s. 42 12Section 42. 178.41 (1) (b) of the statutes is amended to read:
SB176,24,1613 178.41 (1) (b) The department's secretary of state's filing of a registration
14statement of a foreign registered limited liability partnership under s. 178.40
15constitutes its certificate of authority to transact business in this state and is notice
16of all other facts set forth in the registration statement.
SB176, s. 43 17Section 43. 178.42 (3) (intro.) of the statutes is amended to read:
SB176,24,2018 178.42 (3) (intro.) Except as provided in sub. (4), the name of a registered
19limited liability partnership shall be distinguishable upon the records of the
20department secretary of state from all of the following names:
SB176, s. 44 21Section 44. 178.44 (3) of the statutes is amended to read:
SB176,25,222 178.44 (3) If the address of the registered limited liability partnership's or
23foreign registered limited liability partnership's principal office cannot be
24determined from the records of the department secretary of state, the partnership
25may be served by publishing a class 3 notice, under ch. 985, in the community in

1which the partnership's principal office or registered office, as most recently
2designated in the records of the department secretary of state, is located.
SB176, s. 45 3Section 45. 178.45 (1) (b) of the statutes is amended to read:
SB176,25,54 178.45 (1) (b) Obtain a certificate of authority from the department secretary
5of state
by filing a registration statement under s. 178.40.
SB176, s. 46 6Section 46. 178.45 (4) (f) of the statutes is amended to read:
SB176,25,127 178.45 (4) (f) The foreign registered limited liability partnership shall pay the
8amount owed under par. (e) to the department secretary of state. The department
9secretary of state may not issue a certificate of authority to the foreign registered
10limited liability partnership until the amount owed is paid. The attorney general
11may enforce a foreign registered limited liability partnership's obligation to pay any
12amount owed under par. (e).
SB176, s. 47 13Section 47. 178.46 (1) (intro.) of the statutes is amended to read:
SB176,25,1614 178.46 (1) (intro.) Except as provided in sub. (4), a document required or
15permitted to be filed under s. 178.40 or 178.50 in the office of the department
16secretary of state shall satisfy all of the following requirements:
SB176, s. 48 17Section 48. 178.46 (1) (c) of the statutes is amended to read:
SB176,25,1918 178.46 (1) (c) Contain the name of the drafter, if required by s. 14.38 (14) 182.01
19(3)
.
SB176, s. 49 20Section 49. 178.46 (1) (e) of the statutes is amended to read:
SB176,25,2221 178.46 (1) (e) Be on the form prescribed by the department secretary of state
22if the document is described in s. 178.47.
SB176, s. 50 23Section 50. 178.46 (1) (f) of the statutes is amended to read:
SB176,26,3
1178.46 (1) (f) Be delivered to the department secretary of state for filing and
2be accompanied by one exact or conformed copy and the filing fee required by s.
3178.48.
SB176, s. 51 4Section 51. 178.46 (2) of the statutes is amended to read:
SB176,26,75 178.46 (2) The department secretary of state shall file photocopies or other
6reproduced copies of typewritten or printed documents if the copies satisfy sub. (1)
7and are originally executed to satisfy sub. (3).
SB176, s. 52 8Section 52. 178.46 (4) of the statutes is amended to read:
SB176,26,119 178.46 (4) The department secretary of state may waive any of the
10requirements of subs. (1) to (3) if it appears from the face of the document that the
11document's failure to satisfy the requirement is immaterial.
SB176, s. 53 12Section 53. 178.47 (1) (a) (intro.) of the statutes is amended to read:
SB176,26,1413 178.47 (1) (a) (intro.) The department secretary of state shall prescribe and
14furnish on request forms for all of the following documents:
SB176, s. 54 15Section 54. 178.47 (1) (b) of the statutes is amended to read:
SB176,26,1816 178.47 (1) (b) The forms prescribed by the department secretary of state under
17par. (a) 1., 2. and 3. shall require disclosure of only the information required under
18s. 178.40 (1), (2) and (3), respectively.
SB176, s. 55 19Section 55. 178.47 (2) of the statutes is amended to read:
SB176,26,2320 178.47 (2) The department secretary of state may prescribe and furnish on
21request forms for other documents required or permitted to be filed with the
22department secretary of state under this chapter, but use of these forms is not
23mandatory.
SB176, s. 56 24Section 56. 178.48 (1) (intro.) of the statutes is amended to read:
SB176,27,3
1178.48 (1) (intro.) The department secretary of state shall collect the following
2fees when the documents described under this subsection are delivered to the
3department secretary of state for filing:
SB176, s. 57 4Section 57. 178.48 (2) of the statutes is amended to read:
SB176,27,65 178.48 (2) The department secretary of state shall collect a $10 fee each time
6process is served on the department secretary of state under this chapter.
SB176, s. 58 7Section 58. 178.48 (3) of the statutes is amended to read:
SB176,27,118 178.48 (3) In addition to the fees required under sub. (1), the department
9secretary of state shall collect $25 for processing in an expeditious manner a
10document required or permitted to be filed with the department secretary of state
11under this chapter.
SB176, s. 59 12Section 59. 178.49 (1) (a) (intro.) of the statutes is amended to read:
SB176,27,1513 178.49 (1) (a) (intro.) Except as provided in sub. (2), a document filed under this
14chapter is effective on the date that it is received by the department secretary of state
15for filing and at any of the following times on that date:
SB176, s. 60 16Section 60. 178.49 (1) (b) of the statutes is amended to read:
SB176,27,1917 178.49 (1) (b) The date that a document is received by the department secretary
18of state
is determined by the department's endorsement of the secretary of state on
19the original document.
SB176, s. 61 20Section 61. 178.50 (1) of the statutes is amended to read:
SB176,28,221 178.50 (1) A registered limited liability partnership or foreign registered
22limited liability partnership holding a certificate of authority under s. 178.40 may
23correct a document that was filed with the department secretary of state if the
24document contains a statement that was incorrect at the time of filing or was

1defectively executed, including defects in any attestation, seal, verification or
2acknowledgment.
SB176, s. 62 3Section 62. 178.50 (2) (intro.) of the statutes is amended to read:
SB176,28,74 178.50 (2) (intro.) To correct a document under sub. (1), a registered limited
5liability partnership or a foreign registered limited liability partnership holding a
6certificate of authority under s. 178.40 shall file with the department secretary of
7state
articles of correction that include all of the following:
SB176, s. 63 8Section 63. 178.51 (title) of the statutes is amended to read:
SB176,28,9 9178.51 (title) Filing duty of the department secretary of state.
SB176, s. 64 10Section 64. 178.51 (1) of the statutes is amended to read:
SB176,28,1611 178.51 (1) Upon receipt of a document by the department secretary of state for
12filing, the department secretary of state shall stamp or otherwise endorse the date
13and time of receipt on the original document copy and, upon request, any additional
14document copy received. The department secretary of state shall return any
15additional document copy to the person delivering it, as confirmation of the date and
16time of receipt.
SB176, s. 65 17Section 65. 178.51 (2) of the statutes is amended to read:
SB176,28,2318 178.51 (2) (a) Except as provided in par. (b), if a document satisfies s. 178.46,
19the department secretary of state shall file the document by stamping or otherwise
20endorsing "Filed" on both the original and the document copy. After filing a
21document, the department secretary of state shall deliver the document copy to the
22registered limited liability partnership or to the foreign registered limited liability
23partnership or to its representative.
SB176,29,224 (b) If a registered limited liability partnership or foreign registered limited
25liability partnership is in default in the payment of any fee required under s. 178.48,

1the department secretary of state shall refuse to file any document relating to the
2partnership until all delinquent fees are paid.
SB176, s. 66 3Section 66. 178.51 (3) (a) of the statutes is amended to read:
SB176,29,84 178.51 (3) (a) If the department secretary of state refuses to file a document,
5the department secretary of state shall return it to the partnership, or to its
6representative, within 5 business days after the document is received by the office
7of the department secretary of state for filing, together with a brief written
8explanation of the reason for the department's secretary of state's refusal.
SB176, s. 67 9Section 67. 178.51 (3) (b) of the statutes is amended to read:
SB176,29,1210 178.51 (3) (b) The department's secretary of state's failure to either file or
11return a document within 5 business days after it was received constitutes a refusal
12to file.
SB176, s. 68 13Section 68. 178.51 (3) (c) of the statutes is amended to read:
SB176,29,2014 178.51 (3) (c) If a document that has been refused for filing by the department
15secretary of state is resubmitted for filing by the department secretary of state, the
16effective date of the document under s. 178.49 is the date that the resubmitted
17document is received by the department secretary of state for filing or a delayed
18effective date specified in the resubmitted document in accordance with s. 178.49 (2).
19The effective time of the resubmitted document shall be determined under s. 178.49
20(1) or (2), whichever is applicable.
SB176, s. 69 21Section 69. 178.52 (title) of the statutes is amended to read:
SB176,29,23 22178.52 (title) Appeal from department's refusal of the secretary of state
23to file document.
SB176, s. 70 24Section 70. 178.52 (1) of the statutes is amended to read:
SB176,30,7
1178.52 (1) If the department secretary of state refuses to file a document
2received for filing, the partnership may appeal the refusal by filing a petition in
3circuit court to compel the department secretary of state to file the document. The
4partnership shall file the petition in the circuit court for the county where the
5partnership's principal office or, if none in this state, its registered office is located.
6The partnership shall attach to the petition the document and any explanation by
7the department secretary of state of the reasons for the refusal to file.
SB176, s. 71 8Section 71. 178.52 (2) of the statutes is amended to read:
SB176,30,139 178.52 (2) The partnership shall file the petition under sub. (1) within 30 days
10after the department secretary of state returns the document under s. 178.51 (3) (a).
11If the department secretary of state does not return the document within the period
12specified in s. 178.51 (3) (b), the partnership shall file the petition within 30 days
13after the period specified in s. 178.51 (3) (b) expires.
SB176, s. 72 14Section 72. 178.52 (3) of the statutes is amended to read:
SB176,30,1715 178.52 (3) The court may summarily order the department secretary of state
16to file the document or take other action that the court considers appropriate. The
17court's final decision may be appealed as in other civil proceedings.
SB176, s. 73 18Section 73. 178.52 (4) of the statutes is amended to read:
SB176,30,2219 178.52 (4) If the court orders the department secretary of state to file the
20document under sub. (3), the effective date of the document shall be the date on which
21it was received by the department secretary of state or a delayed effective date, if
22specified under s. 178.49 (2).
SB176, s. 74 23Section 74. 179.01 (2m) of the statutes is repealed.
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