Mich. Admin. Code R. 432.11201

Current through Vol. 24-19, November 1, 2024

Section R. 432.11201 - Ownership records

Rule 1201. A casino licensee shall keep and provide to the board upon request, all of the following records:

(a) If a casino licensee is a corporation, then all of the following records:

(i) A certified copy of the articles of incorporation and any amendments.

(ii) A certified copy of the bylaws and any amendments.

(iii) A certificate of good standing from the state of its incorporation.

(iv) If the corporation is operating as a foreign corporation in Michigan, a certificate of authority from the Michigan corporations and securities bureau authorizing it to do business in Michigan.

(v) A list of all current and former officers and directors for a period of 7 years before Michigan licensure.

(vi) A certified copy of minutes of all meetings of the stockholders and directors for a period of 5 years before Michigan licensure.

(vii) A current list of all current stockholders, including the names of beneficial owners of shares held in street or other names.

(viii) The name of a company and a current list of all stockholders in the company, including the names of beneficial owners of shares held in street or other names, in which the corporation has a direct, indirect, or attributed interest.

(ix) A copy of the stock certificate ledger or its electronic equivalent.

(x) A complete record of all transfers of stock to the extent available to the licensee or applicant.

(xi) A schedule of amounts paid to the corporation for the issuance of stock and other capital contributions and the dates the amounts were paid.

(xii) A schedule of all dividends distributed by the corporation.

(xiii) A schedule of all direct or indirect salaries, wages, and other remuneration, including prerequisites, paid during the calendar or fiscal year by the corporation to all officers, directors, and stockholders that have an ownership interest, at any time during the calendar or fiscal year, that is more than 5% of the outstanding capital stock of any class of stock.

(b) If a casino licensee is a limited liability company, then all of the following records:

(i) A certified copy of the articles of organization.

(ii) A certified copy of the operating agreement.

(iii) A list of all current and former managers, including names and addresses.

(iv) A list of the members, including all of the following information:

(A) Names.

(B) Addresses.

(C) The percentage of interest in net assets, profits, and distributions of cash held or attributable to each.

(D) The amount and date of each capital contribution of each member.

(E) The date the interest was acquired.

(F) The method of determining a member's interest.

(v) A schedule of all withdrawals of company funds or assets by members.

(vi) A schedule of direct or indirect salaries, wages, and other remuneration, including prerequisites, paid to each member during the calendar or fiscal year.

(vii) A copy of the membership ledger or its electronic equivalent.

(viii) A complete record of all transfers of membership interests.

(ix) A schedule of amounts paid to the company for the issuance of membership interests and other capital contributions and the dates the amounts were paid.

(c) If a casino licensee is a partnership, then all of the following records:

(i) A certified copy of the partnership agreement.

(ii) A certificate of limited partnership of its domicile.

(iii) A list of the partners, including all of the following information:

(A) Names.

(B) Addresses.

(C) The percentage of interest in net assets, profits, and losses held by each partner.

(D) The amount and date of each capital contribution of each partner.

(E) The date the interest was acquired. The list shall also describe the form of the person's partnership interest, for example, limited partner.

(iv) A schedule of all withdrawals of partnership funds or assets.

(v) A schedule of direct or indirect salaries, wages, and other remuneration, including prerequisites, paid to each partner during the calendar or fiscal year.

(d) If a casino licensee is a sole proprietorship, then all of the following records:

(i) A schedule showing the name and address of the proprietor and the amount and date of his or her original investment.

(ii) A schedule of the dates and amounts of subsequent additions to the original investment and any withdrawals.

(iii) A schedule of direct or indirect salaries, wages, and other remuneration, including prerequisites, paid to the proprietor during the calendar or fiscal year.

Mich. Admin. Code R. 432.11201

1998-2000 AACS