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Section 53-19-54 – Transactions not constituting transacting business.

A. The following activities of a foreign limited liability company, among others, do not constitute transacting business within the meaning of the Limited Liability Company Act: (1) maintaining, defending or settling any proceeding; (2) holding meetings of its members or carrying on any other activities concerning its internal affairs; (3) maintaining bank accounts; (4) maintaining […]

Section 53-19-66 – Powers of commission [secretary of state].

The commission [secretary of state] has the power and authority reasonably necessary to enable it to administer the Limited Liability Company Act efficiently and to perform the duties therein imposed upon it. History: Laws 1993, ch. 280, § 66. ANNOTATIONS Bracketed material. — The bracketed material was inserted by the compiler and is not part […]

Section 53-19-55 – Service of process.

Service of process in any action against a foreign limited liability company, whether or not registered in accordance with the provisions of the Limited Liability Company Act, shall be made in the manner prescribed by law and the New Mexico Rules of Civil Procedure. History: Laws 1993, ch. 280, § 55.

Section 53-19-66.1 – Administrative revocation.

A limited liability company may be revoked by the commission [secretary of state] if: A. the limited liability company has failed for a period of thirty days to appoint and maintain a registered agent as required by the Limited Liability Company Act; or B. the limited liability company has failed for a period of thirty […]

Section 53-19-44 – Distribution of assets.

In winding up the business and affairs of a limited liability company, its assets shall be applied or distributed, and its accounts settled, in the following order of priority: A. first, to payment or adequate provision for payment to creditors, excluding members who by reason of the provisions of Section 28 [53-19-28 NMSA 1978] of […]

Section 53-19-45 – Known claims against dissolved limited liability company.

A. A dissolved limited liability company may dispose of the known claims against it by filing articles of dissolution pursuant to Section 53-19-41 NMSA 1978 and following the procedure described in this section. B. The dissolved limited liability company shall notify its known claimants in writing of the dissolution at any time after the effective […]

Section 53-19-46 – Unknown claims against dissolved limited liability company.

A. A dissolved limited liability company may publish notice of its dissolution pursuant to this section and request that persons with claims against the limited liability company present them in accordance with the notice. B. The notice shall: (1) be published one time in a newspaper of general circulation in the county where the dissolved […]

Section 53-19-47 – Laws governing foreign limited liability company.

A. Subject to the constitution of New Mexico, the laws of the state or other jurisdiction under which a foreign limited liability company is organized shall govern its organization and internal affairs and the liability of its managers and members. B. A foreign limited liability company may not be denied registration by reason of any […]

Section 53-19-48 – Registration.

Before transacting business in New Mexico, a foreign limited liability company shall register with the commission [secretary of state] by submitting an original signed application for registration as a foreign limited liability company, together with a copy, which may be a photocopy of the original after it was signed or a photocopy that is conformed […]

Section 53-19-49 – Issuance of registration.

If the commission [secretary of state] determines that the application for registration from a foreign limited liability company conforms to the provisions of the Limited Liability Company Act and all requisite fees have been paid, the commission [secretary of state] shall: A. endorse on the signed original and each copy the word “filed” and the […]