SB 352 – AS INTRODUCED
2012 SESSION
03/05
SENATE BILL 352
AN ACT relative to low-profit limited liability companies.
SPONSORS: Sen. Carson, Dist 14; Sen. Odell, Dist 8; Rep. McKinney, Rock 3; Rep. Griffin, Rock 4; Rep. Jennifer Coffey, Merr 6; Rep. Marshall Quandt, Rock 13; Rep. Schlachman, Rock 13
This bill authorizes companies meeting specified requirements to file as low-profit limited liability companies.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Explanation: Matter added to current law appears in bold italics.
Matter removed from current law appears [in brackets and struckthrough.]
Matter which is either (a) all new or (b) repealed and reenacted appears in regular type.
12-2903
03/05
STATE OF NEW HAMPSHIRE
In the Year of Our Lord Two Thousand Twelve
AN ACT relative to low-profit limited liability companies.
Be it Enacted by the Senate and House of Representatives in General Court convened:
1 New Paragraph; Definitions. Amend RSA 304-C:1 by inserting after paragraph VIII the following new paragraph:
VIII-a. “L3C” or “low-profit limited liability company” means a person organized under this chapter that is organized for a business purpose that satisfies and is at all times operated to satisfy each of the following requirements:
(a) The company:
(1) Significantly furthers the accomplishment of one or more charitable or educational purposes within the meaning of 26 U.S.C. section 170(c)(2)(B); and
(2) Would not have been formed but for the company’s relationship to the accomplishment of charitable or educational purposes.
(b) No significant purpose of the company is the production of income or the appreciation of property; provided, however, that the fact that a person produces significant income or capital appreciation shall not, in the absence of other factors, be conclusive evidence of a significant purpose involving the production of income or the appreciation of property.
(c) No purpose of the company is to accomplish one or more political or legislative purposes within the meaning of 26 U.S.C. section 170(c)(2)(D).
(d) If a company that met the definition of this paragraph at its formation at any time ceases to satisfy any one of the requirements, it shall immediately cease to be a low-profit limited liability company, but by continuing to meet all the other requirements of this chapter, will continue to exist as a limited liability company. In such case, the name of the company shall be changed in conformance with RSA 304-C:3, I(a).
2 Name. Amend RSA 304-C:3, I(a) to read as follows:
(a) Shall contain the words “limited liability company” or the abbreviation “L.L.C.” or similar abbreviation, or, if the company is a low-profit limited liability company, as defined in RSA 304-C:1, VIII-a, shall contain the abbreviation “L3C” or “l3c”; and
3 Certificate of Formation. Amend RSA 304-C:12, II(b) to read as follows:
(b) The nature of the primary business or purposes of the limited liability company and whether the company is an L3C;
4 Effective Date. This act shall take effect upon its passage.