Bill > HB1452

This bill allows limited liability companies (LLCs) to relocate from one state to another through a process called domestication, which is permitted only when both the original and destination states authorize such a transfer. The bill establishes comprehensive rules for this process, defining key terms such as "domesticated entity," "domesticating entity," and specifying the detailed steps required for an LLC to complete a domestication. Specifically, the bill requires the LLC to develop a plan that outlines the proposed transfer, including details about the entity's name, jurisdiction, interests, and proposed organizational documents. The domestication process requires approval from the LLC's interest holders and ensures that the entity's property, liabilities, rights, and privileges continue uninterrupted after the transfer. The bill also establishes filing requirements with the Missouri Secretary of State, including paying a $100 fee for filing a domestication statement, and provides protections for existing agreements and interest holder liabilities. The legislation aims to provide a clear, standardized framework for LLCs seeking to change their state of organization while maintaining legal continuity and protecting the interests of the company's stakeholders.

https://house.mo.gov/Bill.aspx?bill=HB1452&year=2025&code=R