STAND. COM. REP. NO.1230-02
Honolulu, Hawaii
, 2002
RE: S.B. No. 2732
S.D. 1
H.D. 1
Honorable Calvin K.Y. Say
Speaker, House of Representatives
Twenty-First State Legislature
Regular Session of 2002
State of Hawaii
Sir:
Your Committee on Finance, to which was referred S.B. No. 2732, S.D. 1, H.D. 1, entitled:
"A BILL FOR AN ACT RELATING TO BUSINESS REGISTRATION,"
begs leave to report as follows:
The purpose of this bill is to encourage the retention and formation of business entities in Hawaii by updating and clarifying Hawaii's business registration laws. This bill, among other things:
(1) Allows for the appointment of a trustee or receiver to dispose of a dissolved corporation's property;
(2) Permits corporations to use electronic means of communication as an alternative to in-person shareholder meetings;
(3) Clarifies that the board of directors of a Hawaii corporation may prohibit the exercise of stock rights, options, and warrants by a stockholder holding a specific percentage of the common stock of the corporation;
(4) Increases clarity of the new nonprofit corporations law, addresses concerns of the Real Estate Section of the Hawaii State Bar Association, and relieves timeshare associations from members list requirements related to membership meetings;
(5) Requires all registered business entities to appoint a registered agent;
(6) Establishes an annual filing requirement that is based upon the date of an entity's original registration;
(7) Makes uniform the standard for the administrative dissolution of registered entities;
(8) Clarifies that general partnerships and limited liability partnerships are not separate entities;
(9) Reconciles inconsistencies between state law and federal law regarding a nonprofit corporation member's right to inspect and receive copies of a membership list;
(10) Allows a voting proxy to be valid for more than three years if provided for in a nonprofit corporation's bylaws;
(11) Gives individual trade name holders the right to file a petition for an administrative order of abatement of trade name infringement;
(12) Repeals provisions relating to the obligations of a resigning member of a nonprofit corporation;
(13) Repeals provisions relating to actions taken by members of a nonprofit corporation by written ballots; and
(14) Corrects ambiguities and errors and makes technical changes for purposes of clarification, consistency, and style.
The Department of Commerce and Consumer Affairs and Unity House, Inc., submitted testimony in support of this bill.
As affirmed by the record of votes of the members of your Committee on Finance that is attached to this report, your Committee is in accord with the intent and purpose of S.B. No. 2732, S.D. 1, H.D. 1, and recommends that it pass Third Reading.
Respectfully submitted on behalf of the members of the Committee on Finance,
____________________________ DWIGHT Y. TAKAMINE, Chair |
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