Am. Sub. H.B. 301

126th General Assembly

(S. Judiciary Civil Justice)

The committee amended the bill to do the following:

Require the Secretary of State to charge and collect a $25 fee for creating and affixing the seal of the office of the Secretary of State to a certificate of conversion for various types of entities;

Provide that liabilities of a converting partnership or converting limited partnership include any amount payable pursuant to R.C. 1775.50 or 1782.435;

Provide that a certificate issued by the Secretary of State confirming that a corporation is in good standing is, for seven days after the date on the certificate, conclusive evidence that (1) the authority of a domestic corporation has not been limited, provided that the person relying on the certificate had no knowledge that the corporation's articles had been canceled and that the certificate is not presented as evidence against the state and (2) the license authorizing a foreign corporation to transact business in Ohio has not expired, been cancelled, or been surrendered;

Provide that a reference to a statute of the United States or to a rule, regulation, or form promulgated by the Securities and Exchange Commission or by another federal agency means the statue, rule, regulation, or form as it exists at the time of the act, omission, event, or transaction to which it is applied under R.C. Chapter 1707.

H0301-126.doc/ar 5/10/2006