You may have noticed the link in my message footer to “New England Breeze, LLC”. NEB is a new company I have (am) founding to sell and install wind turbines and solar panels to generate electricity.
Filing for an LLC is supposed to be quite simple. According to the Commonwealth’s web site, You answer about 10 questions and send a check for $500
Part of what is supposed to make filing easy is the fact – plainly stated on the above reference web site,
There are no pre-printed forms for any Limited Liability entities in Massachusetts. Please follow the statutory guidelines below.
And below this statement, are a series of numbered questions the filer must answer.
In my first filing, I listed the question number, followed by a brief description of the question, then my answer to the question.
After about a week, I discovered the the ability to check my filing on-line. I first looked in the corporate database. Nope. Not there. Just for fun, I looked in the “rejected filings” database… Surprise.
It turned out that my filing was rejected within one day of receipt by the state. However, I did not receive notice in the mail (with my uncashed check) until October 3rd.
My filing was rejected by examiner “CW” or “CV” (the examiner did not write his or her name, nor did he or she clearly initial the filing, so It is not clear who this examiner is).
The reason for the rejection was
“Must give question and answer, not number.”
Not even a complete sentence…
Ok, this seemed a bit ridiculous but hey, what do I know? Maybe listing the whole question is really important. Yes I was angry but – bureaucracy asks for strange things sometimes so I tried again.
The second filing was sent out immediately on October 4th. This time, I listed every question, and Bolded my answer. Since I knew about the online listings, I only waited five days to check my filing (With the holiday weekend, I didn’t bother checking yesterday).
To my suprise, I was rejected again. It appears that the examiner was the same (though I cannot be sure based on his or her handwriting). The reason for rejection:
#8 & 9 Must name them.”
Again, not even a full sentence and, for that matter, quite difficult to read.
For your reference, Questions 8 and 9 read:
8. the name and business address, if different from the office location, of any person in addition to the manager, who is authorized to execute documents to be filed with the Corporations Division, and at least one person shall be named if there are no managers.
The registration may, in addition, include:
9. the name and business address, if different from the office location, of the person(s) authorized to execute, acknowledge, deliver and record any recordable instrument purporting to affect an interest in real property; and
I bolded the if different for emphasis. Since the address for my company are NOT different for question 8 and 9, I answered question 8 with “Same as office location,” and question 9 with, “None.”
Our examinier is allowed to refer to the questions by number only, I, the filer, am not.
It would also appear that the examiner does not understand their own rules for filing.
They also take 5 to 7 days to tell me by mail I’ve been rejected while my filing arrived and was examined within 2 days.
The examiner expended little to no effort on my behalf…
Dumb question, why are there no
pre-printed forms for any Limited Liability entities in Massachusetts?
Your tax dollars at work.
I will be CCing this to my state rep (Pat Walrath) and my State Senator (Pam Resor).
If you would like to see my rejected filings first hand, go to the website linked above, find the “rejected filings” link on the left and search on “New England Breeze.” You’ll be able to see scanned copies of my filings and the Examinier’s form.
Would someone please tell Deval and Tim about this?