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§ 14-11-708. Revocation of Certificate; Grounds

The Secretary of State may commence a proceeding under Code Section 14-11-709 to revoke the certificate of authority of a foreign limited liability company authorized to transact business in this state if: The foreign limited liability company does not deliver its annual registration to the Secretary of State within 60 days after it is due; […]

§ 14-11-710. Appeal of Revocation of Certificate

A foreign limited liability company may appeal the Secretary of State’s revocation of its certificate of authority to the Superior Court of Fulton County within 30 days after service of the certificate of revocation is perfected under Code Section 14-11-709.  The foreign limited liability company appeals by petitioning the court to set aside the revocation […]

§ 14-11-606. Statement of Commencement of Winding Up

Upon dissolution, a statement of commencement of winding up may be delivered for filing to the Secretary of State by any person authorized to wind up the limited liability company’s affairs. Such statement shall set forth: The name of the limited liability company; The fact that the limited liability company has dissolved and commenced its […]

§ 14-11-711. Failure of Company to Procure Certificate; Effect; Penalty

A foreign limited liability company transacting business in this state may not maintain an action, suit, or proceeding in a court of this state until it is authorized to transact business in this state. The failure of a foreign limited liability company to procure a certificate of authority does not impair the validity of any […]

§ 14-11-607. Known Claims Against Dissolved Limited Liability Company

A dissolved limited liability company that has filed a statement of commencement of winding up may dispose of the known claims against it by following the procedures described in this Code section. The dissolved limited liability company may notify its known claimants in writing of the winding up proceedings at any time after the filing […]

§ 14-11-608. Unknown Claims Against Dissolved Limited Liability Company

A dissolved limited liability company that has filed a statement of commencement of winding up may publish, in the manner prescribed by Code Section 14-11-609, a request that persons with claims against the limited liability company present them in accordance with subsection (b) of this Code section. The request must: Describe the information that the […]

§ 14-11-801. Right of Member to Bring Derivative Action

A member may commence a derivative action in the right of the limited liability company to recover a judgment in its favor if all of the following conditions are met: Either management of the limited liability company is vested in a manager or managers who have the sole authority to cause the limited liability company […]

§ 14-11-609. Manner of Publication of Request for Claims

A limited liability company seeking to publish a request for claims described in Code Section 14-11-608 shall mail or deliver to the publisher of a newspaper that is the official organ of the county where the registered office of the limited liability company is located, or that is a newspaper of general circulation published within […]