Provisions governing business services modernized and corrected.

A bill for an act

relating to business organizations; modernizing and correcting provisions governing

business services; amending Minnesota Statutes 2024, sections 5.23, subdivision

1; 268.058, subdivision 1; 336A.08, subdivisions 1, 4; 336A.09, subdivision 1;

336A.13; repealing Minnesota Statutes 2024, section 5.23, subdivision 3.

BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MINNESOTA:

Section 1.

Minnesota Statutes 2024, section 5.23, subdivision 1, is amended to read:

Subdivision 1.

Failure to pay filing fee.

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(a)
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If a person files an instrument authorized

to be filed with the secretary of state with a payment order or item that is rejected or

dishonored, the secretary of state
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is
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may take the actions
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authorized
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under this subdivision.
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(b) The secretary of state is authorized
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to refuse the filing of further instruments submitted

by that person or on behalf of the business entity or notary on whose behalf the prior

instrument was filed or relating to the same assumed name or trademark filing.

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(c)

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If a person makes a filing related to a business entity with a payment order or item

that is rejected or dishonored, the secretary of state is authorized to terminate the business

entity and change the business entity's filing status to inactive.

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(d)
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The secretary may
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also
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pursue collection of the rejected or dishonored payment order

or item and recover the face amount of the payment order or item, any service fee, and any

additional collection costs incurred to collect the amount. If the payment order or item is

honored, or the delinquent amount is paid, the secretary of state must resume filing

instruments submitted by that person or on behalf of that business entity or notary or relating

to the same assumed name or trademark filing as of the date the payment order or item is

honored and an instrument is presented for filing.

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(e)
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The secretary may impose restrictions on the manner of payment that will be accepted

for any future filings.

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(f)
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This subdivision does not apply to financing statements filed under chapter 336 or

to an effective financing statement or lien notice filed under chapter 336A.

Sec. 2.

Minnesota Statutes 2024, section 268.058, subdivision 1, is amended to read:

Subdivision 1.

Lien.

(a) Any amount due under this chapter or section
116L.20
, from

an applicant or an employer, becomes a lien upon all the property, within this state, both

real and personal, of the person liable, from the date of assessment. The term "date of

assessment" means the date the obligation was due.

(b) The lien is not enforceable against any purchaser, mortgagee, pledgee, holder of a

Uniform Commercial Code security interest, mechanic's lien, or judgment lien creditor,

until a notice of lien has been filed with the county recorder of the county where the property

is situated, or in the case of personal property belonging to a nonresident person in the Office

of the Secretary of State. When the notice of lien is filed with the county recorder, the fee

for filing and indexing is as provided in sections
272.483
and
272.484
.

(c) Notices of liens, lien renewals, and lien releases, in a form prescribed by the

commissioner, may be filed with the county recorder or the secretary of state by mail
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,
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or
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personal delivery
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, or by electronic transmission into the computerized filing system of the

secretary of state. The secretary of state must, on any notice filed with that office, transmit

the notice electronically to the appropriate county recorder. The filing officer, whether the

county recorder or the secretary of state, must endorse and index a printout of the notice as

if the notice had been mailed or delivered
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.

(d) County recorders and the secretary of state must enter information on lien notices,

renewals, and releases into the
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central database of the secretary of state
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respective databases

established for lien notices, renewal
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s, and releases
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.
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For notices filed electronically with the

county recorders, the date and time of receipt of the notice and county recorder's file number,

and for notices filed electronically with the secretary of state, the secretary of state's recording

information, must be entered into the central database before the close of the working day

following the day of the original data entry by the commissioner.
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(e) The lien imposed on personal property, even though properly filed, is not enforceable

against a purchaser of tangible personal property purchased at retail or personal property

listed as exempt in sections
550.37
,
550.38
, and
550.39
.

(f) A notice of lien filed has priority over any security interest arising under chapter 336,

article 9, that is perfected prior in time to the lien imposed by this subdivision, but only if:

(1) the perfected security interest secures property not in existence at the time the notice

of lien is filed; and

(2) the property comes into existence after the 45th calendar day following the day the

notice of lien is filed, or after the secured party has actual notice or knowledge of the lien

filing, whichever is earlier.

(g) The lien is enforceable from the time the lien arises and for ten years from the date

of filing the notice of lien. A notice of lien may be renewed before expiration for an additional

ten years.

(h) The lien is enforceable by levy under subdivision 2 or by judgment lien foreclosure

under chapter 550.

(i) The lien may be imposed upon property defined as homestead property in chapter

510 but may be enforced only upon the sale, transfer, or conveyance of the homestead

property.

(j) The commissioner may sell and assign to a third party the commissioner's right of

redemption in specific real property for liens filed under this subdivision. The assignee is

limited to the same rights of redemption as the commissioner, except that in a bankruptcy

proceeding, the assignee does not obtain the commissioner's priority. Any proceeds from

the sale of the right of redemption are credited to the contingent account.

Sec. 3.

Minnesota Statutes 2024, section 336A.08, subdivision 1, is amended to read:

Subdivision 1.

Compilation.

(a) The secretary of state shall compile the information on

effective financing statements
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and statutory liens
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in the computerized filing system into a

master list
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:
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, organized as provided in this subdivision.
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(b) The information on an effective filing statement must:

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(1)
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be
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organized according to farm product;

(2)
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be
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arranged within each product:

(i) in alphabetical order according to the last name of the individual debtor or, in the

case of debtors doing business other than as individuals, the first word in the name of the

debtors;

(ii) in numerical order according to the unique identifier assigned by the secretary of

state to, and associated with, the Social Security number or tax identification
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central

notification system
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number of the debtor;

(iii) geographically by county; and

(iv) by crop year;

(3)
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containing
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contain
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the information provided on an effective financing statement; and

(4)
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designating
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designate
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any applicable terminations of the effective financing statement.

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(b) The secretary of state shall compile information from lien notices recorded in the

computerized filing system into a statutory lien master list
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(c) Information on statutory liens

must be compiled
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in alphabetical order according to the last name of the individual debtor

or, in the case of debtors doing business other than as individuals, the first word in the name

of the debtors. The secretary of state may
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also
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organize
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the
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information on
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statutory
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lien

master list
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liens
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according to one or more of the categories of information
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established in
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under
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paragraph
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(a)
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(b)
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. Any terminations of lien notices must be noted.

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EFFECTIVE DATE.

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This section is effective upon certification by the secretary of

state that the United States Department of Agriculture, Grain Inspectors, Packers and

Stockyards Administration has approved the 2025 Minnesota central notification system

proposal. The secretary of state must notify the revisor of statutes when federal certification

is obtained.

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Sec. 4.

Minnesota Statutes 2024, section 336A.08, subdivision 4, is amended to read:

Subd. 4.

Distribution of lists.

(a) The secretary of state shall maintain and distribute

the information on the effective financing statement
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and farm products statutory lien
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master

list to allow the buyer to sort:

(1) by farm product arranged alphabetically by debtor;

(2) by farm product arranged numerically by the unique identifier assigned by the

secretary of state to, and associated with, the
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Social Security number or tax
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central

notification system
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identification number of the debtor; and

(3) by county arranged alphabetically by debtor.

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(b) Information in the farm products statutory lien master list must be included in the

effective financing statement master list, subject to the sort options in paragraph (a), clauses

(1) and (3).

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(c)
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(b)
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The secretary of state shall distribute or make available the requested lists on a

monthly basis to farm product dealers registered under section
336A.11
.
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Lists will
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The list

must
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be distributed or made available on or before the tenth day of each month or on the

next business day thereafter if the tenth day is not a business day.

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(d)
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(c)
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The secretary of state shall make the lists available
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as written or printed paper

documents and
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in an electronically transmitted medium.

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(e) There shall be no fee for lists distributed via an electronically transmitted medium.

The annual fee for paper partial lists is $250 and $400 for paper master lists.

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(f)
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(d)
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A farm products dealer shall register pursuant to section
336A.11
to receive the

monthly lists requested by the farm products dealer starting with the lists created in the

month following the month in which registration takes place.

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(g)
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(e)
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If a registered farm products dealer receives a monthly list that cannot be read or

is incomplete, the farm products dealer must immediately inform the secretary of state
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of

the problem
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by
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telephone or
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email
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of the problem. The registered farm products dealer shall

confirm the existence of the problem by writing to the secretary of state
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. The secretary of

state shall provide the registered farm products dealer with new monthly lists
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in the medium

chosen by the registered farm products dealer
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no later than five business days after receipt

of the oral notice from the registered farm products dealer. A registered farm products dealer

is not considered to have received notice of the information on the monthly lists until the

duplicate list is received from the secretary of state or until five days have passed since the

duplicate lists were
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deposited in the mail or
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delivered electronically by the secretary of state,

whichever comes first.

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(h)
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(f)
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On receipt of
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a written
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an electronic
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notice
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submitted
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pursuant to section
336A.13
,

the secretary of state shall duplicate the monthly lists requested by the registered farm

products dealer. The duplicate monthly lists must be
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deposited in the mail or
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delivered

electronically to the registered farm products dealer no later than five business days after

receipt of the written notice from the registered farm products dealer.

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(i) A registered farm products dealer may request monthly lists in one medium per

registration.

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(j)
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(g) A
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registered farm products
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dealers
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dealer
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must
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renew their registration
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purchase

a new subscription for the central notification system Farm Product Monthly
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on or before

the 12-month anniversary of their registration or subsequent 12-month anniversaries. Failure

to
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renew will result
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purchase a new subscription results
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in the farm products dealer not

receiving the monthly lists.
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New subscriptions must be purchased on the secretary of state's

website. An annual subscription costs $25.
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(k)
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(h)
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Registered farm products dealers will receive all of the information for the monthly

lists. New registrants shall receive monthly lists starting with the list created in the month

following registration.

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EFFECTIVE DATE.

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This section is effective upon certification by the secretary of

state that the United States Department of Agriculture, Grain Inspectors, Packers and

Stockyards Administration has approved the 2025 Minnesota central notification system

proposal. The secretary of state must notify the revisor of statutes when federal certification

is obtained.

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Sec. 5.

Minnesota Statutes 2024, section 336A.09, subdivision 1, is amended to read:

Subdivision 1.

Procedure.

(a)
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Online and written inquiries
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An inquiry
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regarding

information provided by the filing of effective financing statements or lien notices may be

submitted
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to
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on
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the secretary of
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state during regular business hours or, if submitted online,
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state's website
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at any time.

(b) The secretary of state must, upon receiving an inquiry, provide a prompt response

to the inquiry.

(c) The secretary of state shall maintain a record of inquiries made under this section

including:

(1) the date of the inquiry;

(2) the name of the debtor inquired about; and

(3) identification of the person making the request for inquiry.

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EFFECTIVE DATE.

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This section is effective upon certification by the secretary of

state that the United States Department of Agriculture, Grain Inspectors, Packers and

Stockyards Administration has approved the 2025 Minnesota central notification system

proposal. The secretary of state must notify the revisor of statutes when federal certification

is obtained.

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Sec. 6.

Minnesota Statutes 2024, section 336A.13, is amended to read:

336A.13 RECEIPT OF WRITTEN NOTICE.

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For purposes of United States Code, title 7, section 1631, and this chapter, receipt of

written notice means the date the notice is actually received by a farm product dealer or the

first date that delivery is attempted by a carrier. For a mailed notice, a farm product dealer

is presumed to have received the notice by five business days after it was mailed unless by

ten days after it was mailed the farm product dealer notifies the secretary of state in writing

that it has not received the notice by that time.
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For a notice provided by electronic

transmission or posting, a farm product dealer is presumed to have received the notice five

business days after the list required to be distributed or made available by section
336A.08,

subdivision 4
, is posted on an electronic network or site accessible via the Internet, mobile

application, computer, mobile device, tablet, or other electronic device, together with a

separate notice of posting, which is provided by the secretary of state by electronic mail to

the address at which the farm product dealer has consented to receive notice of posting.

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EFFECTIVE DATE.

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This section is effective upon certification by the secretary of

state that the United States Department of Agriculture, Grain Inspectors, Packers and

Stockyards Administration has approved the 2025 Minnesota central notification system

proposal. The secretary of state must notify the revisor of statutes when federal certification

is obtained.

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Sec. 7.
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REVISOR INSTRUCTION.
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The revisor of statutes must change the term "master list" to "complete list" wherever

the term appears in chapter 336A.

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EFFECTIVE DATE.

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This section is effective upon certification by the secretary of

state that the United States Department of Agriculture, Grain Inspectors, Packers and

Stockyards Administration has approved the 2025 Minnesota central notification system

proposal. The secretary of state must notify the revisor of statutes when federal certification

is obtained.

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Sec. 8.
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REPEALER.
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Minnesota Statutes 2024, section 5.23, subdivision 3,

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is repealed.

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APPENDIX

Repealed Minnesota Statutes: 25-02424

5.23 REMOVAL OF DOCUMENTS FROM PUBLIC RECORD.

Subd. 3.

Failure to pay direct access charges.

If a customer who has subscribed with the secretary of state for direct computer access to the secretary's databases makes payment for information received with a payment order or item that is rejected or dishonored, the secretary shall immediately terminate the customer's access to the databases. The secretary may also pursue collection of the rejected or dishonored payment order or item and recover the face amount of the payment order or item and any additional costs incurred to collect the amount. If the payment order or item is honored, access may be restored and the secretary may impose restrictions on the methods of payment that will be acceptable.