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Section 4A-1204 – Clear References to Status as Benefit Limited Liability Company

    Clear reference to the fact that a limited liability company is a benefit limited liability company shall appear prominently:         (1)    At the head of the articles of organization or an amendment to the articles of organization in which the election to be a benefit limited liability company is made;         (2)    At the head of each subsequent articles […]

Section 4A-1205 – Termination of Status

    A benefit limited liability company may terminate its status as a benefit limited liability company and cease to be subject to this subtitle by amending its articles of organization to delete the statement required under § 4A–1203 of this subtitle that it is a benefit limited liability company.

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-1011 – Compliance With Title Is Not Consent to Suit

    With respect to a cause of action on which a foreign limited liability company would not otherwise be subject to suit in this State, compliance with this title:         (1)    Does not of itself render a foreign limited liability company subject to suit in this State; and         (2)    Is not considered as consent by it to be sued […]

Section 4A-1012 – Law Governing Merger — Foreign Limited Liability Company

    (a)    If a foreign limited liability company that owns property rights, privileges, franchises, or other assets located in this State is a party to a merger in which a foreign corporation, foreign limited partnership, or a foreign limited liability company is the successor, the transfer to, vesting in, or devolution on the successor of the property, […]

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 […]