182.01 Business records; other duties of department of financial institutions.

(1) Definition. In this section, “department" means the department of financial institutions.

(2) Record keeping responsibility. The department shall receive and maintain business formation records.

(3) Name of drafter on documents. No articles of incorporation, articles of organization, articles of amendment, articles of merger, consolidation or share exchange, articles of dissolution, restated articles of incorporation, certificate of abandonment, or statement or articles of revocation of voluntary dissolution, provided for pursuant to ch. 180, 181, 183, 185, 187, or 193; no statement of qualification or amendment or cancellation of a statement of qualification under s. 178.0901 or articles of merger, interest exchange, conversion, or domestication under ch. 178; and no certificate of limited partnership, certificate of amendment, restated certificate of limited partnership or certificate of cancellation, provided for pursuant to ch. 179, shall be filed by the department unless the name of the individual who, or the governmental agency which, drafted such document is printed, typewritten, stamped or written thereon in a legible manner. A document complies with this subsection if it contains a statement in the following form: “This document was drafted by.... (Name)". This subsection shall not apply to a document executed prior to December 1, 1967, or to:

(a) A decree, order, judgment or writ of any court;

(b) A document executed or acknowledged outside this state.

(4) Preparation of copies, issuance of certificates, and performance of services. The department shall establish by rule the fees for all of the following:

(a) Providing electronic access to, or preparing and supplying copies or certified copies of, any resolution, deed, bond, record, document, or paper deposited with or kept by the department under this section.

(b) Issuing certificates or statements, in any form, relating to the results of searches of records and files of the department.

(c) Processing any service of process, notice, or demand served on the department.

(d) Processing, in an expeditious manner, a document required or permitted to be filed with the department, except that the fee to expedite processing to within one hour of filing shall be $500 and the fee to expedite processing to within 4 hours of filing shall be $250.

(e) Providing, in an expeditious manner, electronic access to any resolution, deed, bond, record, document, or paper deposited with or kept by the department under this section.

(f) Preparing, in an expeditious manner, any copies, certified copies, certificates, or statements provided under this section.

(5) Conditional acceptance of filing fees. Before actually filing any document by making an endorsement on that document, the department may accept and deposit the filing fee submitted with that document upon the condition that if subsequent examination of the document establishes that it does not meet the requirements for filing, the fee may be refunded and upon the condition that if a discrepancy in the amount of the fee is subsequently discovered the department may then demand further payment of a shortage or refund an overpayment subject to s. 20.905 (3).

(6) Discrimination by corporations or limited liability companies. If a complaint is made to the department that any corporation or limited liability company authorized to do business in this state is guilty of discrimination under s. 100.22, refer the matter to the department of agriculture, trade and consumer protection, which shall, if the facts justify it in its judgment, cause appropriate administrative or judicial proceedings to be commenced against the corporation or limited liability company and its officers or managers and members.

History: 1995 a. 27 ss. 51c, 53ad, 4733m; 1995 a. 97, 225; 1997 a. 35; 2001 a. 16; 2005 a. 441, 476; 2015 a. 295; 2017 a. 59.