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TN SB0306

TN SB0306
AN ACT to amend Tennessee Code Annotated, Title 43, Chapter 38; Title 48, Chapter 24; Title 48, Chapter 245; Title 48, Chapter 246; Title 48, Chapter 249; Title 48, Chapter 25; Title 48, Chapter 64; Title 48, Chapter 65 and Title 61, Chapter 3, relative to entities filing documents with the secretary of state.


summary

Introduced
01/27/2025
In Committee
Crossed Over
03/03/2025
Passed
03/20/2025
Dead
Signed/Enacted/Adopted
04/08/2025

Introduced Session

114th General Assembly

Bill Summary

As enacted, clarifies that administrative dissolution is permitted for certain entities if the entity files a signed document with the secretary of state knowing that it contained materially false information; permits administrative dissolution of certain entities if the entity is owned or controlled by a foreign government or foreign non-government person determined to be a foreign adversary by the United States secretary of commerce. - Amends TCA Title 43, Chapter 38; Title 48, Chapter 24; Title 48, Chapter 245; Title 48, Chapter 246; Title 48, Chapter 249; Title 48, Chapter 25; Title 48, Chapter 64; Title 48, Chapter 65 and Title 61, Chapter 3.

AI Summary

This bill amends multiple sections of Tennessee law to expand the circumstances under which various types of business entities (including cooperatives, corporations, limited liability companies, limited partnerships, and foreign variants of these entities) can be administratively dissolved by the secretary of state. The bill introduces two new grounds for administrative dissolution: first, if an entity files a document with the secretary of state that contains materially false information and was knowingly signed by an organizer, director, officer, member, agent, or representative; and second, if the entity is owned or controlled by a foreign government or foreign non-government person that has been determined to be a "foreign adversary" by the United States secretary of commerce, as specified in federal regulations. The bill specifically excludes entities involved in transactions approved by the Committee on Foreign Investment in the United States from these dissolution provisions. These changes apply across various Tennessee business entity statutes and are designed to provide additional mechanisms for the state to take administrative action against entities that submit false documentation or have potentially problematic foreign ownership or control. The bill takes effect immediately upon becoming law, reflecting the state legislature's view that these changes are in the public interest.

Committee Categories

Government Affairs

Sponsors (6)

Last Action

Effective date(s) 04/03/2025 (on 04/08/2025)

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