§ 29-3901 – Governing law
29-3901. Governing law A. Subject to subsection D of this section, the law of the jurisdiction of formation of a foreign limited liability company governs both of the following: 1. The internal affairs of the company. 2. The liability of a member as a member and a manager as a manager for a debt, obligation […]
§ 29-3902 – Registration to do business in this state
29-3902. Registration to do business in this state A. A foreign limited liability company or a foreign series may not do business in this state until the foreign limited liability company or foreign series registers with the commission under this article. B. A foreign limited liability company or a foreign series doing business in this […]
§ 29-3903 – Foreign registration statement
29-3903. Foreign registration statement A. To register to do business in this state, a foreign limited liability company must deliver a foreign registration statement to the commission for filing. The statement must state all of the following: 1. The name of the foreign company and, if the name does not comply with section 29-3112, an […]
§ 29-3904 – Amendment of foreign registration statement
29-3904. Amendment of foreign registration statement A registered foreign limited liability company or registered foreign series shall deliver to the commission for filing an amendment to its foreign registration statement if there is a change in any of the information required under section 29-3903, except that the filing of an amendment under this section is […]
§ 29-3706 – Court proceedings
29-3706. Court proceedings A. A dissolved limited liability company that has filed and published a notice under section 29-3705 may file an application with the superior court in the county where the company’s principal address is located or, if the principal address is not located in this state, in the county where the office of […]
§ 29-3905 – Activities not constituting doing business
29-3905. Activities not constituting doing business A. Activities of a foreign limited liability company or foreign series that do not constitute doing business in this state under this article include any of the following: 1. Maintaining, defending, mediating, arbitrating or settling an action or proceeding. 2. Carrying on any activity concerning its internal affairs, including […]
§ 29-3707 – Disposition of assets in winding up
29-3707. Disposition of assets in winding up A. In winding up its activities and affairs, a limited liability company shall apply its assets to discharge the company’s obligations to creditors, including members that are creditors. B. After a limited liability company complies with subsection A of this section, any surplus assets must be distributed in […]
§ 29-3906 – Noncomplying name of foreign limited liability company
29-3906. Noncomplying name of foreign limited liability company A. A foreign limited liability company or foreign series whose name does not comply with section 29-3112 may not register to do business in this state until it adopts, for the purpose of doing business in this state, an alternate name that complies with section 29-3112. After […]
§ 29-3708 – Administrative dissolution
29-3708. Administrative dissolution A. The commission may commence a proceeding under subsection B of this section to dissolve a limited liability company administratively if the company does not do any of the following: 1. Pay any fee or penalty required to be paid to the commission not later than sixty days after the fee or […]
§ 29-3907 – [Reserved]
29-3907. [Reserved]