S T A T E O F N E W Y O R K ________________________________________________________________________ 10785 I N A S S E M B L Y May 4, 1998 ___________ Introduced by COMMITTEE ON RULES -- (at request of M. of A. Schimminger) -- read once and referred to the Committee on Corporations, Authori- ties and Commissions AN ACT to amend the civil practice law and rules, in relation to service of process on limited liability partnerships, limited partnerships and limited liability companies, and to repeal section 303 of the limited liability company law relating to service of process on limited liability companies The People of the State of New York, represented in Senate and Assem- ______________________________________________________________________ bly, do enact as follows: _________________________ 1 Section 1. Section 310 of the civil practice law and rules, as amended 2 by chapter 338 of the laws of 1991, is amended to read as follows: 3  310. Personal service upon a partnership. (a) Personal service upon 4 persons conducting a business as a partnership, limited liability part- _________________________ 5 nership or limited partnership may be made by personally serving the ______________________________ 6 summons upon any one of them. 7 (b) Personal service upon said partnership, limited liability partner- ____________________________ 8 ship or limited partnership may also be made within the state by deliv- ____________________________ 9 ering the summons to the managing or general agent of the partnership, _ 10 limited liability partnership or limited partnership, or the person in _______________________________________________________ 11 charge of the office of the partnership, limited liability partnership _________________________________ 12 or limited partnership, within the state at such office and by either _________________________ 13 mailing the summons to the partner thereof intended to be served by 14 first class mail to his last known residence or to the place of business 15 of the partnership, limited liability partnership or limited __________________________________________________ 16 partnership. Proof of such service shall be filed within twenty days ___________ 17 with the clerk of the court designated in the summons; service shall be 18 complete ten days after such filing; proof of service shall identify the 19 person to whom the summons was so delivered and state the date, time of 20 day and place of service. 21 (c) Where service under subdivisions (a) and (b) of this section 22 cannot be made with due diligence, it may be made by affixing a copy of 23 the summons to the door of the actual place of business of the partner- 24 ship, limited liability partnership or limited partnership, within the _______________________________________________________ EXPLANATION--Matter in italics (underscored) is new; matter in brackets _______ [ ] is old law to be omitted. LBD14007-01-8 A. 10785 2 1 state and by either mailing the summons by first class mail to the part- 2 ner intended to be so served to such person to his last known residence 3 or to said person at the office of said partnership, limited liability _____________________ 4 partnership or limited partnership, within the state. Proof of such ______________________________________ 5 service shall be filed within twenty days thereafter with the clerk of 6 the court designated in the summons; service shall be complete ten days 7 after filing. 8 (d) Personal service on such partnership partnership, limited liabil- __________________ 9 ity partnership or limited partnership may also be made by delivering _________________________________________ 10 the summons to any other agent or employee of the partnership, limited __________ 11 liability partnership or limited partnership, authorized by appointment ______________________________________________ 12 to receive service; or to any other person designated by the 13 partnership, limited liability partnership or limited partnership to __________________________________________________________ 14 receive process in writing, filed in the office of the clerk of the 15 county wherein such partnership, limited liability partnership or limit- _________________________________________ 16 ed partnership is located. ______________ 17 (e) If service is impracticable under subdivisions (a), (b) and (c) of 18 this section, it may be made in such manner as the court, upon motion 19 without notice directs. 20  2. Section 303 of the limited liability company law is REPEALED. 21  3. The civil practice law and rules is amended by adding a new 22 section 311-a to read as follows: 23  311-a. Service of process on limited liability companies. (a) ______________________________________________________________________ 24 Service of legal process on any domestic or authorized foreign limited ________________________________________________________________________ 25 liability company (or foreign limited liability company required to be ________________________________________________________________________ 26 authorized to do business in this state) shall be made by delivering a ________________________________________________________________________ 27 copy personally to: ___________________ 28 (i) any member of the limited liability company in this state, if the ______________________________________________________________________ 29 management of the limited liability company is vested in its members, _____________________________________________________________________ 30 (ii) any manager of the limited liability company in this state, if ______________________________________________________________________ 31 the management of the limited liability company is vested in one or more ________________________________________________________________________ 32 managers, or ____________ 33 (iii) the registered agent of the limited liability company in this ______________________________________________________________________ 34 state, in the manner provided by law for the service of a summons, as if ________________________________________________________________________ 35 such person was a defendant. ____________________________ 36 (b) Service of process on the secretary of state as agent of a domes- ______________________________________________________________________ 37 tic limited liability company or authorized foreign limited liability ________________________________________________________________________ 38 company shall be made by personally delivering to and leaving with the ________________________________________________________________________ 39 secretary of state or his or her deputy, or with any person authorized ________________________________________________________________________ 40 by the secretary of state to receive such service, at the office of the ________________________________________________________________________ 41 department of state in the city of Albany, duplicate copies of such ________________________________________________________________________ 42 process together with the statutory fee, which fee shall be a taxable ________________________________________________________________________ 43 disbursement. Service of process on such limited liability company shall ________________________________________________________________________ 44 be complete when the secretary of state is so served. The secretary of ________________________________________________________________________ 45 state shall promptly send one of such copies by certified mail, return ________________________________________________________________________ 46 receipt requested, to such limited liability company at the post office ________________________________________________________________________ 47 address on file in the department of state specified for that purpose. ______________________________________________________________________ 48 (c) Nothing in this section shall limit or affect the right to serve ______________________________________________________________________ 49 any process required or permitted by law to be served upon a limited ________________________________________________________________________ 50 liability company in any other manner now or hereafter permitted by law ________________________________________________________________________ 51 or applicable rules of procedure. _________________________________ 52  4. This act shall take effect on the first day of October next 53 succeeding the date on which it shall have become a law.