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New York Enacts Article 9 Amendments
Updated December 18, 2014

On December 17, 2014, New York Assembly Bill 9933, which amends Articles 1, 7 and 9 of the Uniform Commercial Code, was signed into law by Governor Andrew Cuomo. This legislation became effective immediately.

 

As discussed in our previous update, New York’s version of the Article 9 Amendments includes Alternative A for individual debtor names (§ 9-503), thus requiring UCC financing statements to provide the name indicated on the individual debtor’s unexpired driver’s license or other state-issued photo ID card. If the debtor does not have a current driver’s license or state-issued ID card, the financing statement must provide the debtor’s surname (last name) and first personal name.

 

The omission of the transition provisions (Part 8) from New York’s enactment of the 2010 model Amendments to Article 9 may create issues that secured parties will need to address. For more information on this, and other key omissions from the model amendments, see the previous posting we made to our Corporate Transactions and Compliance blog.




Certain New York Corporate Taxes Repealed Effective January 1, 2015
Updated December 10, 2014

On March 31, 2014, New York Governor Andrew Cuomo signed Budget Bill S6359D-2013 into law as Chapter 59, Laws of 2014. The bill includes a repeal of Sections 180 and 181 of the tax law affecting corporations effective January 1, 2015.

 

Section 180 of Article 9 (the Tax Law) imposed an organization tax and taxes on changes of capital for domestic corporations. Currently, corporations pay a tax based on the number of authorized shares when filing organization documents or amendments that increase the number of authorized shares. The tax was .05% of the value of par value shares and $.05 for each no par value share. The minimum tax under this statute was $10. 

 

Under Section 181, foreign corporations are required to pay a license fee for the privilege of carrying on business in New York (minimum fee $10). Additionally, Section 181 required foreign corporations disclaiming tax liability for any annual reporting period to file a maintenance fee report and pay a maintenance fee of $300. 

 

For more details, the see the full text of Budget Bill S6359D-2013.




Holiday Closings for December 2014 and January 2015
Updated November 17, 2014

To assist you in planning closing dates and avoiding surprises during the busy holiday season, National Corporate Research (NCR) has compiled a list of U.S. state holiday closings for December and January. To download the list in PDF format, click here secure.

 

For clients who work on international transactions, we have also compiled a list of corporate registry holiday closures in select countries. To access our international list of holiday closings for December and January, click here secure.

 

Please note that some jurisdictions declare holidays at the last minute. So if a particular filing date is important to you, contact your NCR service specialist and we will double check at that time to ensure the filing office will be open on the date you are interested in. Also note that as we become aware of any changes to the holiday closing lists, we will post updated versions of the lists to this page of our website.

 

For your convenience during the busy end-of-year season, NCR’s New York City corporate specialists will be available until 8 PM Eastern Time, Monday through Friday, from Monday, December 1st until Tuesday, December 30th, with the exception of a few dates. For more details,click here secure. And, as always, our Delaware office is open until 8 PM Eastern Time Monday through Friday to assist you.

 

If you have any questions, feel free to contact your NCR service specialist.

 

Subscribe to our updates to receive e-mail alerts of holiday closings every two months.

 




Paraguay to Begin Accepting Apostilles on August 30, 2014
Updated July 28, 2014

Consular or Embassy Legalization Will No Longer Be Needed Consular or Embassy Legalization Will No Longer Be Needed

 

Please note that effective August 30, 2014, documents destined for use in Paraguay will no longer require consular or embassy legalization. An apostille from the appropriate Secretary of State or U.S. Department of State will be accepted. However, as the Federal Republic of Germany raised an objection to the accession of Paraguay, the convention will not enter into force between Germany and Paraguay.

Registered clients of National Corporate Research, Ltd. (NCR) can download a complete list of countries and territories that are party to the Hague Convention Abolishing the Requirement of Legalization from the
Authentication and Legalization Resources page of our website. On this page, you will also find our list of useful Authentication/Legalization websites and our list of notary search websites where you can verify the status of notaries.

 

If you have any questions, please feel free to contact your NCR service specialist.