STAND. COM. REP. NO. 549

Honolulu, Hawaii

RE:    S.B. No. 886

       S.D. 1

Honorable Colleen Hanabusa

President of the Senate

Twenty-Fifth State Legislature

Regular Session of 2009

State of Hawaii

Madam:

     Your Committee on Commerce and Consumer Protection, to which was referred S.B. No. 886 entitled:

"A BILL FOR AN ACT RELATING TO BUSINESS REGISTRATION,"

begs leave to report as follows:

     The purpose of this measure is to make housekeeping amendments to clarify and streamline business registration laws.

     Specifically:

     (1)  Regarding corporate existence, this measure provides consistency with model law and other statutory provisions by deleting the word "may" in the corporation, nonprofit corporation, and professional corporation provisions that deal with the continuation of corporate existence after dissolution;

     (2)  Regarding references to involuntary dissolutions and cancellations, this measure changes references to "involuntary" dissolution or cancellation to "administrative" dissolution or cancellation in the corporation, nonprofit corporation, and general partnership statutes;

     (3)  Regarding procedures for converting to Hawaii (domestic) entity vs. foreign (non-Hawaii) entity, this measure clarifies the technical administrative filing procedures;

     (4)  Regarding reinstatement of general partnerships, this measure clarifies procedures for reinstatement; and

     (5)  Regarding electronic transmission of notice to members of nonprofit corporations, this measure conforms nonprofit corporation law with profit corporation law.

     Testimony in support of this measure was submitted by the Department of Commerce and Consumer Affairs.  Written testimony presented to the Committee may be reviewed on the Legislature's website.

     Your Committee finds that this measure will provide both businesses and consumers with increased clarity and consistency in the State's business registration laws.

     Your Committee has amended this measure by making technical amendments to conform to the preferred drafting style and for the purpose of consistency.

     As affirmed by the record of votes of the members of your Committee on Commerce and Consumer Protection that is attached to this report, your Committee is in accord with the intent and purpose of S.B. No. 886, as amended herein, and recommends that it pass Second Reading in the form attached hereto as S.B. No. 886, S.D. 1, and be placed on the calendar for Third Reading.

Respectfully submitted on behalf of the members of the Committee on Commerce and Consumer Protection,

____________________________

ROSALYN H. BAKER, Chair