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An Act To Require the Disclosure of the Names of Members of a Limited Liability Company
Be it enacted by the People of the State of Maine as follows:
Sec. 1. 31 MRSA §1531, sub-§1, ¶A, as enacted by PL 2009, c. 629, Pt. A, §2 and affected by §3, is amended to read:
 
A. One or more authorized persons must execute a certificate of formation. The certificate of formation must be filed in the office of the Secretary of State and set forth:
 
(1) The name of the limited liability company;
 
(2) The information required by Title 5, section 105, subsection 1; and
 
(2-A) The name of each member of the limited liability company and, if any member of the limited liability company is an organization, the name of each person who forms the governing body of that organization as determined by rule pursuant to section 1668; and
 
(3) Any other matters the members determine to include. The certificate of formation may include the information required for a statement of authority as provided in section 1542, subsection 1;
Sec. 2.  31 MRSA §1622, sub-§2, ¶G-1  is enacted to read:
 
G-1.  The name of each member of the foreign limited liability company and, if any member of the foreign limited liability company is an organization, the name of each person who forms the governing body of that organization as determined by rule pursuant to section 1668;
Sec. 3. 31 MRSA §1665, sub-§1, ¶E, as amended by PL 2011, c. 113, Pt. B, §8, is further amended to read:
 
E. The name of each member and, if any member of the company is an organization, the name of each person who forms the governing body of that organization as determined by rule pursuant to section 1668 and the name and address of at least one person who is a member, manager or other authorized person of the limited liability company.
 
SUMMARY
This bill requires the disclosure of the name of each member of a limited liability company formed in Maine to be included in the company's certificate of formation and the name of each member to be included in the company's annual report to the Secretary of State. The bill also requires the disclosure of the name of each member of a foreign limited liability company in the company's statement of foreign qualifications to conduct activities. The bill also requires that if any member of a limited liability company or foreign limited liability company is an organization, the names of each person who forms that organization's governing body be listed.