Section 4A-1206 – Purpose of Creating General or Specific Public Benefit
(a) (1) Each benefit limited liability company shall have the purpose of creating a general public benefit. (2) The purpose described in paragraph (1) of this subsection is in addition to, and may be a limitation on, the purposes of the benefit limited liability company under § 4A–201 of this title. (b) (1) In addition to its purposes under § […]
Section 4A-1207 – Duties of Manager
(a) A person managing the business and affairs of a benefit limited liability company: (1) Shall consider the effects of any action or decision not to act on: (i) The members of the benefit limited liability company; (ii) The employees and workforce of the benefit limited liability company and the subsidiaries and suppliers of the benefit limited liability company; […]
Section 4A-1208 – Annual Benefit Report
(a) A benefit limited liability company shall deliver to each member an annual benefit report including: (1) A description of: (i) The ways in which the benefit limited liability company pursued a general public benefit during the year and the extent to which the general public benefit was created; (ii) The ways in which the benefit limited liability company […]
Section 4A-1013 – Forfeiture of Right to Do Business
(a) The Department may forfeit the right of any foreign limited liability company to do business in this State if the limited liability company fails to file with the Department any report or fails to pay any late filing penalties required by law: (1) Within the time required by law; and (2) Thereafter, within 30 days after the […]
Section 4A-1101 – General Rule
(a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under Title 2 of this article; (2) A foreign corporation, as defined in § 1–101 of this article; (3) A partnership, as defined in § 9A–101 of this article; (4) A limited partnership, including a limited partnership registered or denominated as a limited liability limited partnership under §�10–805 […]
Section 4A-919 – Penalties for Transacting Business
(a) Any person that transacts business in the name or for the account of a limited liability company knowing that its right to do business in Maryland has been forfeited and has not been reinstated is guilty of a misdemeanor and on conviction is subject to a fine of not more than $500. (b) A prosecution for […]
Section 4A-1102 – Approval and Objection
(a) Unless otherwise agreed, a limited liability company shall approve the conversion of the limited liability company to an other entity by the vote required under § 4A–403(d)(1) of this title. (b) An other entity seeking to convert to a limited liability company shall approve the conversion of the other entity to a limited liability company in […]
Section 4A-920 – No Bar to Valid Acts or Defense of Suit
The forfeiture of the right to do business in Maryland and the right to the use of the name of the limited liability company under this title does not impair the validity of a contract or act of the limited liability company entered into or done either before or after the forfeiture, or prevent the […]
Section 4A-1103 – Articles of Conversion
(a) In this section, “facts ascertainable outside the articles of conversion” includes: (1) An action or a determination by any person, including: (i) The limited liability company or other entity, as applicable; (ii) The members, partners, directors, trustees, officers, or other agents of the limited liability company or other entity; and (iii) Any other person affiliated with the limited liability […]
Section 4A-1001 – Governing Law
(a) Subject to the Constitution of this State: (1) The laws of the State under which a foreign limited liability company is organized govern its organization, internal affairs, and the liability of its members; and (2) A foreign limited liability company may not be denied registration by reason of any difference between those laws and the laws of […]