Charles Jones Blog

A new Limited Liability Company (LLC) law goes into effect in New Jersey on March 18, 2013. The law (P.L. 2012, c.50) puts New Jersey more in line with the majority of other states in regard to LLC’s. The perpetual duration of LLC’s, flexibility with operating agreements and ease of conversions from one entity to another are among the changes.

Both the advisory for the new law and a copy of it can be found on the state judiciary HERE.

Here’s a summary of what we’ve learned so far pertaining to the Statement of Authority:

  • A new filing – Statement of Authority which may be filed to expand or limit the authority of the members of a limited liability company.  It is an optional filing since it only pertains to naming parties authorized to transfer real property (C.42:2C-28 Statement of Authority.  28. Statement of Authority.  a. A limited liability company may deliver to the filing office for filing a statement of authority.)
  • Currently there is no official state form, it has to be drafted by the filer and is required to have the same basic requirements as an amendment filing – and the filing fee for an amendment is $100 and $25 expedited for 8.5 working hour turnaround time for a total of $125.
  • This document would be filed with Department of the Treasury’s Business Services Office (formerly known as Office of Commercial Recordings) as an Amendment; it can be retrieved as part of the charter documents or can be requested as a standalone document. Their standard fees would apply relating to obtaining copies of documents, and whether they are requested on a routine or expedited basis.
  • Important to note is that only new LLC’s filed on or after 3/18/2013 can file the Statement of Authority. LLC’s currently on file have to wait 18 months before the Department of Treasury will accept and file a Statement of Authority.
  • Presumably, the county-based Statement of Authority would be found under the recorder’s general name index.

Signature Information Solutions can file Statements of Authority and obtain the standalone document (or full charter) under our Corporate Copies request process, however there’s no guarantee a document will be produced based on the optional filing provision.

If you have any questions, please feel free to call our office.  ____________________________________________

The information provided is for informative purposes only and is not intended to be legal advice or a legal opinion.  For legal advice, please consult an attorney.

April Brady

Manager, Corporate Services Department


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