§ 79-37-107. Reference to external facts
A plan may refer to facts ascertainable outside the plan if the manner in which the facts will operate upon the plan is specified in the plan.The facts may include the occurrence of an event or a determination or action by a person, whether or not the event, determination, or action is within the control […]
§ 79-37-108. Alternative means of approval of transactions
Except as otherwise provided in the organic law or organic rules of a domestic entity, approval of a transaction under this chapter by the affirmative vote or consent of all its interest holders satisfies the requirements of this chapter for approval of the transaction.
§ 79-37-109. Appraisal rights
An interest holder of a domestic converting or domesticating entity is entitled to appraisal rights in connection with the transaction if the interest holder would have been entitled to appraisal rights under the entity’s organic law in connection with a merger in which the interest of the interest holder was changed, converted, or exchanged unless: […]
§ 79-35-13. Service of process on entities
A registered agent is an agent of the represented entity authorized to receive service of any process, notice, or demand required or permitted by law to be served on the entity. If an entity that previously filed a registered agent filing with the Secretary of State no longer has a registered agent, or if its […]
§ 79-35-14. Duties of registered agent
The only duties under this chapter of a registered agent that has complied with this chapter are: To forward to the represented entity at the address most recently supplied to the agent by the entity any process, notice, or demand that is served on the agent; To provide the notices required by this chapter to […]
§ 79-35-15. Jurisdiction and venue
The appointment or maintenance in this state of a registered agent does not by itself create the basis for personal jurisdiction over the represented entity in this state. The address of the agent does not determine venue in an action or proceeding involving the entity.
§ 79-35-16. Consistency of application
In applying and construing this chapter, consideration must be given to the need to promote consistency of the law with respect to its subject matter among states that enact it.
§ 79-35-17. Relation to Electronic Signatures in Global and National Commerce Act
This chapter modifies, limits, and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 USCS Section 7001 et seq., but does not modify, limit, or supersede Section 101(c) of that act, 15 USCS Section 7001(c), or authorize delivery of any of the notices described in Section 103(b) of that act, 15 USCS […]
§ 79-35-18. Savings clause
This chapter does not affect an action or proceeding commenced or right accrued before January 1, 2013.
§ 79-35-19. Designation of registered agent without consent; penalties and liablilties
In addition to other penalties, a person commits an offense if the person makes a false statement in a registered agent filing that names a person the registered agent of a represented entity without the person’s written consent. The following penalties and liabilities shall apply with respect to a false statement in a registered agent […]