1-1 By: Shapiro S.B. No. 1836
1-2 (In the Senate - Filed March 14, 1997; March 24, 1997, read
1-3 first time and referred to Committee on Economic Development;
1-4 April 25, 1997, reported favorably by the following vote: Yeas 10,
1-5 Nays 0; April 25, 1997, sent to printer.)
1-6 A BILL TO BE ENTITLED
1-7 AN ACT
1-8 relating to the authority of a foreign limited liability
1-9 partnership to transact business in this state; providing a
1-10 penalty.
1-11 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:
1-12 SECTION 1. Section 1.01, Texas Revised Partnership Act
1-13 (Article 6132b-1.01, Vernon's Texas Civil Statutes), is amended to
1-14 read as follows:
1-15 Sec. 1.01. GENERAL DEFINITIONS. In this Act:
1-16 (1) "Business" means a trade, occupation, profession,
1-17 or other commercial activity.
1-18 (2) "Capital account" means the amount of a partner's
1-19 original contribution to a partnership, which consists of cash and
1-20 the agreed value of any other contribution to the partnership,
1-21 increased by the amount of additional contributions made by that
1-22 partner and by profits credited to that partner under Section
1-23 4.01(b), and decreased by the amount of distributions to that
1-24 partner and by losses charged to that partner under Section
1-25 4.01(b).
1-26 (3) "Court" means a court and judge having
1-27 jurisdiction in the case.
1-28 (4) "Debtor in bankruptcy" means a person who is the
1-29 subject of:
1-30 (A) an order for relief under Title 11 of the
1-31 United States Code or a comparable order under a successor statute
1-32 of general application; or
1-33 (B) a comparable order under federal, [or]
1-34 state, or foreign law governing insolvency.
1-35 (5) "Distribution" means a transfer of cash or other
1-36 property from a partnership to:
1-37 (A) a partner in the partner's capacity as a
1-38 partner; or
1-39 (B) the partner's transferee.
1-40 (6) "Event of withdrawal" or "withdrawal" means an
1-41 event specified by Section 6.01(b).
1-42 (7) "Event requiring a winding up" means an event
1-43 specified by Section 8.01.
1-44 (8) "Foreign limited liability partnership" means a
1-45 partnership that:
1-46 (A) is formed under laws other than the laws of
1-47 Texas; and
1-48 (B) has the status of a registered limited
1-49 liability partnership under those laws.
1-50 (9) "Foreign limited partnership" means a partnership
1-51 formed under the laws of another state and having as partners one
1-52 or more general partners and one or more limited partners.
1-53 (10) [(9)] "Majority-in-interest" means, as to all of
1-54 or a specified group of partners, partners owning more than 50
1-55 percent of the current interest in the profits of the partnership
1-56 owned by all of the partners or by the partners in the specified
1-57 group, as appropriate.
1-58 (11) [(10)] "Partnership" means an entity created as
1-59 described by Section 2.02(a). The term includes a registered
1-60 limited liability partnership formed under Section 3.08 or under
1-61 the Texas Uniform Partnership Act (Article 6132b, Vernon's Texas
1-62 Civil Statutes) and its subsequent amendments.
1-63 (12) [(11)] "Partnership agreement" means any
1-64 agreement, written or oral, of the partners concerning a
2-1 partnership.
2-2 (13) [(12)] "Partnership interest" means a partner's
2-3 interest in a partnership, including the partner's share of profits
2-4 and losses or similar items, and the right to receive
2-5 distributions. A partnership interest does not include a partner's
2-6 right to participate in management.
2-7 (14) [(13)] "Person" includes an individual,
2-8 corporation, business trust, estate, trust, custodian, trustee,
2-9 executor, administrator, nominee, partnership (including a
2-10 registered limited liability partnership and a limited
2-11 partnership), association, limited liability company, government,
2-12 governmental subdivision, governmental agency, governmental
2-13 instrumentality, and any other legal or commercial entity, in its
2-14 own or representative capacity.
2-15 (15) [(14)] "Property" means all property, real,
2-16 personal, or mixed, tangible or intangible, or an interest in that
2-17 property.
2-18 (16) [(15)] "Registered limited liability partnership"
2-19 means a partnership registered under Section 3.08(b) and complying
2-20 with Sections 3.08(c) and (d)(1).
2-21 (17) [(16)] "State" means a state of the United
2-22 States, the District of Columbia, the Commonwealth of Puerto Rico,
2-23 or any territory or insular possession subject to the jurisdiction
2-24 of the United States.
2-25 (18) [(17)] "Transfer" includes:
2-26 (A) an assignment;
2-27 (B) a conveyance;
2-28 (C) a lease;
2-29 (D) a mortgage;
2-30 (E) a deed;
2-31 (F) an encumbrance; and
2-32 (G) the creation of a security interest.
2-33 (19) [(18)] "Withdrawn partner" means a partner with
2-34 respect to whom an event of withdrawal has occurred. A partner
2-35 withdraws if an event of withdrawal has occurred with respect to
2-36 that partner under Section 6.01.
2-37 SECTION 2. The Texas Revised Partnership Act (Article
2-38 6132b-1.01 et seq., Vernon's Texas Civil Statutes) is amended by
2-39 redesignating existing Article X as Article XI and adding a new
2-40 Article X to read as follows:
2-41 ARTICLE X. FOREIGN LIMITED LIABILITY PARTNERSHIP
2-42 Sec. 10.01. LAW GOVERNING FOREIGN LIMITED LIABILITY
2-43 PARTNERSHIP. (a) The laws of the state under which a foreign
2-44 limited liability partnership is formed govern its organization and
2-45 internal affairs and the liability of partners for obligations of
2-46 the partnership.
2-47 (b) A foreign limited liability partnership may not be
2-48 denied a statement of foreign qualification by reason of any
2-49 difference between the laws of the state under which it is formed
2-50 and the laws of Texas.
2-51 (c) With respect to its activities in Texas, a foreign
2-52 limited liability partnership is subject to Section 3.01 as if it
2-53 were a domestic registered limited liability partnership.
2-54 Sec. 10.02. STATEMENT OF FOREIGN QUALIFICATION. (a) Before
2-55 transacting business in Texas, a foreign limited liability
2-56 partnership must file with the secretary of state a statement of
2-57 foreign qualification. The statement must contain:
2-58 (1) the name of the foreign limited liability
2-59 partnership which satisfies the requirements of the state under
2-60 whose laws it is formed and end with "Registered Limited Liability
2-61 Partnership," "Limited Liability Partnership," "R.L.L.P.,"
2-62 "L.L.P.," "RLLP," or "LLP";
2-63 (2) the federal tax identification number of the
2-64 partnership;
2-65 (3) the state where it is formed, the date of initial
2-66 registration as a limited liability partnership under the laws of
2-67 the state of formation, and a statement that, as of the date of
2-68 filing, the foreign limited liability partnership exists as a valid
2-69 limited liability partnership under the laws of the state of its
3-1 formation;
3-2 (4) the street address of the partnership's chief
3-3 executive office and, if different, the street address of any other
3-4 office of the partnership in Texas;
3-5 (5) the address of the registered office and the name
3-6 and address of the registered agent for service of process required
3-7 to be maintained by Section 10.05;
3-8 (6) a statement that the secretary of state is
3-9 appointed the agent of the foreign limited liability partnership
3-10 for service of process under the circumstances set forth in Section
3-11 10.05(k);
3-12 (7) the number of partners at the date of the
3-13 statement; and
3-14 (8) in brief, the partnership's business.
3-15 (b) The statement of foreign qualification must be executed
3-16 by a majority-in-interest of the partners or by one or more
3-17 partners authorized by a majority-in-interest of the partners.
3-18 (c) Two copies of the statement of foreign qualification
3-19 must be filed accompanied by a fee of $200 for each partner
3-20 resident in this state not to exceed $750.
3-21 (d) A partnership is registered as a foreign limited
3-22 liability partnership on filing a completed initial or renewal
3-23 statement of foreign qualification, in duplicate with the required
3-24 fee, or on a later date specified in the statement. A registration
3-25 is not affected by later changes in the partners of the
3-26 partnership.
3-27 (e) An initial statement of foreign qualification filed
3-28 under this subsection and registered by the secretary of state
3-29 expires one year after the date of registration or later effective
3-30 date unless earlier withdrawn or revoked or unless renewed in
3-31 accordance with Subsection (g).
3-32 (f) A registration may be withdrawn by filing in duplicate
3-33 with the secretary of state a written withdrawal notice executed by
3-34 a majority-in-interest of the partners or by one or more partners
3-35 authorized by a majority-in-interest of the partners. A withdrawal
3-36 notice must include the name of the partnership, the federal tax
3-37 identification number of the partnership, the date of registration
3-38 of the partnership's last statement of foreign qualification under
3-39 this section, and a current street address of the partnership's
3-40 principal office in this state or outside this state, if
3-41 applicable. A withdrawal notice terminates the status of the
3-42 partnership as a foreign limited liability partnership as of the
3-43 date of filing the notice or a later date specified in the notice,
3-44 but not later than the expiration date under Subsection (e).
3-45 (g) An effective registration may be renewed before its
3-46 expiration by filing in duplicate with the secretary of state a
3-47 statement of foreign qualification containing current information
3-48 of the kind required in an initial statement of qualification and
3-49 the most recent date of registration of the partnership. The
3-50 renewal statement of qualification must be accompanied by a fee of
3-51 $200 for each partner resident in this state on the date of renewal
3-52 not to exceed $750. A renewal statement of foreign qualification
3-53 filed under this section continues an effective registration for
3-54 one year after the date the effective registration would otherwise
3-55 expire.
3-56 (h) The secretary of state may remove from its active
3-57 records the registration of a foreign limited liability partnership
3-58 whose registration has been withdrawn or revoked or has expired and
3-59 not been renewed.
3-60 (i) The secretary of state may revoke the filing of a
3-61 document filed under this section if the secretary of state
3-62 determines that the filing fee for the document was paid by an
3-63 instrument that was dishonored when presented by the state for
3-64 payment. The secretary of state shall return the document and give
3-65 notice of revocation to the filing party by regular mail. Failure
3-66 to give or receive notice does not affect an earlier filing.
3-67 (j) The secretary of state may provide forms for the
3-68 statement of foreign qualification or renewal of registration.
3-69 (k) A document filed under this section may be amended or
4-1 corrected by filing in duplicate with the secretary of state
4-2 articles of amendment executed by a majority-in-interest of the
4-3 partners or by one or more partners authorized by a
4-4 majority-in-interest of the partners. The articles of amendment
4-5 must contain the name of the partnership, the tax identification
4-6 number of the partnership, the identity of the document being
4-7 amended, the date on which the document being amended was filed,
4-8 the part of the document being amended, and the amendment or
4-9 correction. Two copies of the articles of amendment must be filed,
4-10 accompanied by a fee of $10 and, if the amendment increases the
4-11 number of partners, a fee of $200 for each partner resident in this
4-12 state added by amendment of the number of partners not to exceed
4-13 $750.
4-14 (l) A document filed under this section may be a
4-15 photographic, facsimile, or similar reproduction of a signed
4-16 document. A signature on a document filed under this section may
4-17 be a facsimile.
4-18 (m) A person commits an offense if the person signs a
4-19 document the person knows is false in any material respect with the
4-20 intent that the document be delivered on behalf of the partnership
4-21 to the secretary of state for filing. An offense under this
4-22 subsection is a Class A misdemeanor.
4-23 (n) The secretary of state may adopt procedural rules on
4-24 filing documents under this section.
4-25 Sec. 10.03. EFFECT OF FAILURE TO QUALIFY. (a) A foreign
4-26 limited liability partnership transacting business in Texas may not
4-27 maintain an action, suit, or proceeding in Texas unless it has
4-28 registered in Texas and paid to the secretary of state all amounts
4-29 owing under Section 10.02.
4-30 (b) The failure of a foreign limited liability partnership
4-31 to register in Texas does not impair:
4-32 (1) the validity of a contract or act of the foreign
4-33 limited liability partnership;
4-34 (2) the right of any other party to the contract to
4-35 maintain any action, suit, or proceeding on the contract; or
4-36 (3) defense by the foreign limited liability
4-37 partnership of any action, suit, or proceeding in any Texas court.
4-38 (c) A partner of a foreign limited liability partnership is
4-39 not liable for the debts and obligations of the foreign limited
4-40 liability partnership solely because the foreign limited liability
4-41 partnership transacted business in Texas without registration.
4-42 Sec. 10.04. ACTIVITIES NOT CONSTITUTING TRANSACTING
4-43 BUSINESS. Without excluding other activities that do not
4-44 constitute transacting business in Texas, a foreign limited
4-45 liability partnership is not considered to be transacting business
4-46 in Texas for purposes of this Act because it carries on in Texas
4-47 any one or more of the following activities:
4-48 (1) maintaining or defending any action, suit, or
4-49 administrative or arbitration proceeding, effecting settlement of
4-50 the action, suit, or proceeding, or settling claims or disputes to
4-51 which it is a party;
4-52 (2) holding meetings of its partners or carrying on
4-53 other activities concerning its internal affairs;
4-54 (3) maintaining bank accounts;
4-55 (4) maintaining offices or agencies for the transfer,
4-56 exchange, and registration of partnership interests issued by it or
4-57 appointing or maintaining trustees or depositories with relation to
4-58 ownership interests in it;
4-59 (5) effecting sales through independent contractors;
4-60 (6) creating as borrower or lender or acquiring
4-61 indebtedness or mortgages or other security interests in real or
4-62 personal property;
4-63 (7) securing or collecting debts due to it or
4-64 enforcing rights in property securing such debts;
4-65 (8) transacting business in interstate commerce;
4-66 (9) conducting an isolated transaction completed
4-67 within 30 days of the date of initiation of the transaction and not
4-68 in the course of a number of repeated similar transactions;
4-69 (10) exercising the powers of executor or
5-1 administrator of the estate of a nonresident decedent under
5-2 ancillary letters issued by a Texas court or exercising the powers
5-3 of trustee under the will of a nonresident decedent, or under a
5-4 trust created by one or more nonresidents of Texas or by one or
5-5 more foreign corporations or limited partnerships, if the exercise
5-6 of those powers in any of these cases will not involve activities
5-7 that would be considered to constitute the transacting of business
5-8 in Texas in the case of a foreign corporation or foreign limited
5-9 partnership acting in its own right;
5-10 (11) acquiring, in transactions outside Texas or in
5-11 interstate commerce, debts secured by mortgages or liens on real or
5-12 personal property in Texas, collecting or adjusting principal and
5-13 interest payments on those debts, enforcing or adjusting rights in
5-14 property securing those debts, taking any actions necessary to
5-15 preserve and protect the interest of the mortgagee in that
5-16 security, or a combination of these transactions; or
5-17 (12) investing in or acquiring, in transactions
5-18 outside Texas, royalties and other nonoperating mineral interests
5-19 and executing division orders, contracts of sale, and other
5-20 instruments incidental to the ownership of nonoperating mineral
5-21 interests.
5-22 Sec. 10.05. REGISTERED AGENT. (a) A foreign limited
5-23 liability partnership subject to this Act shall have and maintain
5-24 in Texas:
5-25 (1) a registered office, which need not be a place of
5-26 its business in Texas; and
5-27 (2) a registered agent for service of process on the
5-28 foreign limited liability partnership, which may be:
5-29 (A) an individual who is a resident of Texas and
5-30 whose business office is the same as the foreign limited liability
5-31 partnership's registered office; or
5-32 (B) a domestic corporation or a foreign
5-33 corporation that has a certificate of authority to transact
5-34 business in Texas and the same business office as the foreign
5-35 limited liability partnership's registered office.
5-36 (b) A foreign limited liability partnership subject to this
5-37 Act may change its registered office, its registered agent, or
5-38 both, by paying the filing fee and filing with the secretary of
5-39 state a statement and a duplicate copy of the statement, which does
5-40 not need to be an executed original or a photocopy of an executed
5-41 original. The statement must contain:
5-42 (1) the name of the foreign limited liability
5-43 partnership;
5-44 (2) the street address of its registered office;
5-45 (3) the street address to which its registered office
5-46 is to be changed, if applicable;
5-47 (4) the name of its registered agent;
5-48 (5) the name of its successor registered agent, if
5-49 applicable;
5-50 (6) a provision that the street address of its
5-51 registered office and the street address of the business office of
5-52 its registered agent, as changed, will be the same; and
5-53 (7) a provision that the change was authorized by the
5-54 foreign limited liability partnership.
5-55 (c) The statement required by Subsection (b) must be
5-56 executed on behalf of the foreign limited liability partnership by
5-57 a majority-in-interest of the partners or by one or more partners
5-58 authorized by a majority-in-interest of the partners. If the
5-59 secretary of state finds that the statement conforms to this
5-60 section, the secretary of state, on receipt of all applicable
5-61 filing fees, shall file it in accordance with Section 10.02(k) as
5-62 if it were an amendment to the statement of foreign qualification.
5-63 (d) On the filing of the statement by the secretary of
5-64 state, the change of address of the registered office, the
5-65 appointment of a new registered agent, or both, as the case may be,
5-66 become effective.
5-67 (e) Filing of the statement amends the statement of foreign
5-68 qualification regarding the information required by Section
5-69 10.02(a)(5).
6-1 (f) A registered agent of a foreign limited liability
6-2 partnership may resign by giving written notice to the foreign
6-3 limited liability partnership and to the secretary of state.
6-4 Notice must be given to the foreign limited liability partnership
6-5 at its last known address and to the last known address of the
6-6 attorney or other individual at whose request the registered agent
6-7 was appointed for the foreign limited liability partnership.
6-8 Notice, together with a duplicate copy, which need not be an
6-9 executed original or a photocopy of an executed original, must be
6-10 given to the secretary of state within 10 days after the date of
6-11 mailing or delivery of the notice to the foreign limited liability
6-12 partnership and attorney or individual. The notice to the
6-13 secretary of state must include the last known address of the
6-14 foreign limited liability partnership, the statement that written
6-15 notice of resignation has been given to the foreign limited
6-16 liability partnership, and the date that the notice was given.
6-17 (g) On compliance with the requirements for giving written
6-18 notice under Subsection (f), the appointment of an agent terminates
6-19 on the 31st day after the date of receipt of the notice by the
6-20 secretary of state. If the secretary of state finds that the
6-21 written notice conforms to this section, the secretary of state
6-22 shall file it in accordance with Section 10.02(k) as if it were an
6-23 amendment to the statement of foreign qualification. A fee is not
6-24 required for the filing of a resignation under Subsection (f).
6-25 (h) The location of the registered office in Texas for a
6-26 foreign limited liability partnership may be changed from one
6-27 address to another by paying the filing fee to the secretary of
6-28 state and filing with the secretary of state a statement, and a
6-29 duplicate copy, which need not be an executed original or a
6-30 photocopy of an executed original. The statement must contain:
6-31 (1) the name of the foreign limited liability
6-32 partnership represented by the registered agent;
6-33 (2) the address at which the registered agent has
6-34 maintained the registered office;
6-35 (3) the new address at which the registered agent will
6-36 maintain the registered office; and
6-37 (4) a statement that written notice of the change has
6-38 been given to the foreign limited liability partnership at least 10
6-39 days before the date of the filing.
6-40 (i) The statement required by Subsection (h) must be signed
6-41 and verified by the registered agent or, if the registered agent is
6-42 a corporation, by an office of the corporation. If the registered
6-43 agent is simultaneously filing statements for more than one foreign
6-44 limited liability partnership, each statement may contain a
6-45 facsimile signature in the execution. If the secretary of state
6-46 finds that the statement conforms to this section, the secretary of
6-47 state, on receipt of the filing fee, shall file it in accordance
6-48 with Section 10.02(k) as if it were an amendment to the statement
6-49 of foreign qualification. The address of the registered office of
6-50 the foreign limited liability partnership is changed on the filing
6-51 of the statement by the secretary of state. Filing of the
6-52 statement amends the statement of foreign qualification regarding
6-53 the information required by Section 10.02(a)(5), and no further
6-54 action is required under Section 10.02(k).
6-55 (j) Each partner and the registered agent of a foreign
6-56 limited liability partnership registered in Texas are agents of the
6-57 foreign limited liability partnership on whom may be served any
6-58 process, notice, or demand required or permitted by law to be
6-59 served on the foreign limited liability partnership.
6-60 (k) The secretary of state is an agent of the foreign
6-61 limited liability partnership on whom any process, notice, or
6-62 demand may be served if:
6-63 (1) a foreign limited liability partnership registered
6-64 in Texas fails to appoint or maintain a registered agent in Texas;
6-65 (2) its registered agent cannot with reasonable
6-66 diligence be found at the registered office;
6-67 (3) its registration is canceled; or
6-68 (4) a foreign limited liability partnership transacts
6-69 business in Texas without having registered under Section 10.02.
7-1 (l) Service on the secretary of state of any process,
7-2 notice, or demand shall be made by delivering duplicate copies of
7-3 the process, notice, or demand to the secretary of state, assistant
7-4 secretary of state, or any clerk having charge of the corporation
7-5 department of the secretary of state's office. If any process,
7-6 notice, or demand is served on the secretary of state, the
7-7 secretary of state shall immediately forward one of the copies by
7-8 registered mail addressed to the foreign limited liability
7-9 partnership at its principal office in the state under which the
7-10 foreign limited liability partnership is formed as shown on the
7-11 statement of foreign qualification. Service had in this manner on
7-12 the secretary of state is returnable in not less than 30 days.
7-13 (m) The secretary of state shall keep a record of all
7-14 processes, notices, and demands served on the secretary of state
7-15 under this section and shall record the time of the service and the
7-16 action taken with reference to each.
7-17 (n) This section does not limit or affect the right to serve
7-18 any process, notice, or demand required or permitted by law to be
7-19 served on a foreign limited liability partnership in another manner
7-20 permitted by law.
7-21 ARTICLE XI [X]. MISCELLANEOUS PROVISIONS
7-22 Sec. 11.01 [10.01]. SHORT TITLE. This Act may be cited as
7-23 the "Texas Revised Partnership Act."
7-24 Sec. 11.02 [10.02]. SEVERABILITY. If a provision of this
7-25 Act or its application to a person or circumstance is held invalid,
7-26 the invalidity does not affect other provisions or applications of
7-27 this Act that can be given effect without the invalid provision or
7-28 application, and to this end the provisions of this Act are
7-29 severable.
7-30 Sec. 11.03 [10.03]. APPLICATION. (a) Before January 1,
7-31 1999. Except as provided by Subsection (b), before January 1,
7-32 1999, this Act applies only to a partnership formed:
7-33 (1) on or after January 1, 1994, unless that
7-34 partnership is continuing the business of a dissolved partnership
7-35 under Section 41, Texas Uniform Partnership Act (Article 6132b,
7-36 Vernon's Texas Civil Statutes), and its subsequent amendments; and
7-37 (2) before January 1, 1994, that elects, as provided
7-38 by Subsection (d), to be governed by this Act.
7-39 (b) Registered Limited Liability Partnership. Section 3.08
7-40 of this Act, including the fee provisions, applies to a registered
7-41 limited liability partnership, regardless of the date of formation
7-42 and regardless of whether the partnership elects to be governed by
7-43 this Act, except that a registered limited liability partnership
7-44 formed before January 1, 1994, is subject to Sections 2, 15(2)-(4),
7-45 45-A, 45-B, and 45-C, Texas Uniform Partnership Act (Article 6132b,
7-46 Vernon's Texas Civil Statutes), for purposes of determining
7-47 liability for errors, omissions, negligence, incompetence, or
7-48 malfeasance occurring before January 1, 1994.
7-49 (c) After December 31, 1998. After December 31, 1998, this
7-50 Act applies to all partnerships.
7-51 (d) Voluntary Application Early. Before January 1, 1999, a
7-52 partnership formed before January 1, 1994, voluntarily may elect,
7-53 by complying with the procedures provided in its partnership
7-54 agreement for amending the partnership agreement, to adopt this
7-55 Act. The provisions of this Act relating to the liability of the
7-56 partnership's partners to third parties apply to limit those
7-57 partners' liability to a third party who had done business with the
7-58 partnership within one year preceding the partnership's election to
7-59 adopt this Act only if the partnership gives notice to the third
7-60 party of the partnership's election to adopt this Act.
7-61 Sec. 11.04 [10.04]. APPLICATION TO EXISTING RELATIONSHIPS.
7-62 (a) This Act does not impair the obligations of a contract
7-63 existing when this Act takes effect or affect an action or
7-64 proceeding begun or right accrued before this Act takes effect.
7-65 (b) A judgment against a partnership or a partner in an
7-66 action commenced before the effective date of this Act may be
7-67 enforced in the same manner as a judgment rendered before the
7-68 effective date of this Act.
7-69 SECTION 3. (a) This Act takes effect September 1, 1997, and
8-1 applies to a foreign limited liability partnership affected by this
8-2 Act, regardless of the date of formation.
8-3 (b) This Act shall not affect any action or proceeding
8-4 commenced before the effective date of this Act.
8-5 SECTION 4. The importance of this legislation and the
8-6 crowded condition of the calendars in both houses create an
8-7 emergency and an imperative public necessity that the
8-8 constitutional rule requiring bills to be read on three several
8-9 days in each house be suspended, and this rule is hereby suspended.
8-10 * * * * *