Ownership Records

PURPOSE: This rule establishes ownership records to be maintained. (1) Each licensee shall keep and, upon request, provide to the commission the following records: (A) If a corporation— 1. A certified copy of the Articles of Incorporation and any amendments; 2. A certified copy of the bylaws and any amendments; 3. A certificate of good standing from the state of its incorporation; 4. A certificate of authority from the Missouri Office of Secretary of State authorizing it to do business in Missouri if the corporation is operating as a foreign corporation in Missouri; 5. A list, including names and addresses, of all current and former officers and directors; 6. A certified copy of minutes of all meetings of the stockholders and directors; 7. A current list of all stockholders including the names of beneficial owners of shares held in street or other names; 8. The name of any business entity and a current list of all stockholders in that entity, including the names of beneficial owners of shares held in street or other names, in which the corporation has a direct or indirect interest; 9. A copy of the stock certificate ledger; 10. A complete record of all transfers of stock; 11. A record of amounts paid to the corporation for issuance of stock and other capital contributions and dates thereof; 12. A record of all dividends distributed by the corporation; and 13. A record for each year of the previous five (5) years of all salaries, wages and other remuneration (including perquisites), direct or indirect, paid during the calendar or fiscal year, by the corporation, to all officers, directors and stockholders with an ownership interest at any time during the calendar or fiscal year equal to or greater than five percent (5%) of the outstanding capital stock of any class of stock; (B) If a partnership— 1. A certified copy of the partnership agreement; 2. If applicable, a certificate of limited partnership of its domicile; 3. A list of the current and former partners, including names, addresses, the percentage of interest in net assets, profits and losses held by each, the amount and date of each capital contribution of each partner and the date the interest was acquired; 4. A record of all withdrawals of partnership funds or assets; and 5. A record for each year of the previous five (5) years of salaries, wages and other remuneration (including perquisites), direct or indirect, paid to each partner during the calendar or fiscal year; (C) If a sole proprietorship— 1. A record showing the name and address of the proprietor and the amount and date of his/her original investment; 2. A record of dates and amounts of subsequent additions to the original investment and any withdrawals; and 3. A record for each year of the previous five (5) years of salaries, wages and other remuneration (including perquisites), direct or indirect, paid to the proprietor during the calendar or fiscal year. AUTHORITY: sections 313.004, 313.805 and 313.825, RSMo Supp. 1993.* Emergency rule filed Sept. 1, 1993, effective Sept. 20, 1993, expired Jan. 17, 1994. Emergency rule filed Jan. 5, 1994, effective Jan. 18, 1994, expired Jan. 30, 1994. Original rule filed Sept. 1, 1993, effective Jan. 31, 1994. *Original authority: 313.004, RSMo 1993 and 313.805 and 313.825, RSMo 1991, amended 1993.