§ 1407. Liability for unlawful distributions
(a) A member of a member-managed company or a member or manager of a manager-managed company who votes for or assents to a distribution made in violation of section 1406 of this chapter, the articles of organization, or the operating agreement is personally liable to the company for the amount of the distribution which exceeds […]
§ 1408. Member’s right to information
(a) A limited liability company shall provide members and their agents and attorneys access to its records, if any, at the company’s principal office or other reasonable locations specified in the operating agreement. The company shall provide former members and their agents and attorneys access for proper purposes to records pertaining to the period during […]
§ 1409. General standards of member’s and manager’s conduct
(a) The only fiduciary duties a member owes to a member-managed company and its other members are the duty of loyalty and the duty of care imposed by subsections (b) and (c) of this section. (b) A member’s duty of loyalty to a member-managed company and its other members is limited to the following: (1) […]
§ 1402. Member’s liability for contributions
(a) A member’s obligation to contribute money, property, or other benefit to, or to perform services for, a limited liability company is not excused by the member’s death, disability, or other inability to perform personally. If a member does not make the required contribution of property or services, the member is obligated at the option […]
§ 1403. Member’s and manager’s rights to payments and reimbursement
(a) A limited liability company shall reimburse a member or manager for payments made and indemnify a member or manager for liabilities incurred by the member or manager in the ordinary course of the business of the company or for the preservation of its business or property. (b) A limited liability company shall reimburse a […]
§ 1404. Management of limited liability company
(a) In a member-managed company: (1) each member has equal rights in the management and conduct of the company’s business; and (2) except as otherwise provided in subsection (c) of this section, any matter relating to the business of the company may be decided by a majority of the members. (b) In a manager-managed company: […]
§ 1303. Liability of members and managers
(a) Except as otherwise provided in subsection (c) of this section, the debts, obligations, and liabilities of a limited liability company, whether arising in contract, tort, or otherwise, are solely the debts, obligations, and liabilities of the company. A member or manager is not personally liable for a debt, obligation, or liability of the company […]
§ 1401. Form of contribution
A contribution of a member of a limited liability company may consist of tangible or intangible property or other benefit to the company, including money, promissory notes, services performed, or other agreements to contribute cash or property, or contracts for services to be performed.
§ 1209. Liability for false statement in filed record
If a record authorized or required to be filed under this chapter contains a false statement, one who suffers loss by reliance on the statement may recover damages for the loss from a person who signed the record or caused another to sign it on the person’s behalf and knew the statement to be false […]
§ 1210. Filing by judicial act
If a person required by section 1205 of this chapter to sign any record fails or refuses to do so, any other person who is adversely affected by the failure or refusal may petition the Superior Court of the Virgin Islands to direct the signing of the record. If the Superior Court finds that it […]