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 […]
Section 4A-1104 – Effects of Conversion
(a) A conversion has the effects provided in this section. (b) (1) This subsection applies on the completion of the conversion of a limited liability company to an other entity. (2) The limited liability company shall cease to exist as a limited liability company and shall continue to exist as the other entity into which the limited liability company […]
Section 4A-1002 – Registration
(a) Before doing any interstate, intrastate, or foreign business in this State, a foreign limited liability company shall register with the Department. (b) In order to register, a foreign limited liability company shall submit to the Department an application for registration as a foreign limited liability company executed by an authorized person and setting forth: (1) The name […]
Section 4A-1105 – Exchange or Conversion of Interests or Stock
(a) In a conversion of an other entity to a limited liability company, the stock, membership interests, partnership interests, beneficial interests, or other ownership interests of the other entity may be exchanged for or converted into any one or more of the following: (1) Membership interests in the limited liability company or stock, evidence of indebtedness, membership […]
Section 4A-1003 – Issuance of Registration
If the Department finds that an application for registration meets the requirements of this title and all required fees have been paid, it shall: (1) Endorse on the application the date and time of its acceptance for record; (2) Record promptly the document; and (3) (i) Send an acknowledgment to the person who filed the application or a representative […]
Section 4A-1004 – Registration of Name
A foreign limited liability company may register with the Department under any name, whether or not it is the name under which it is registered in its state of organization, as provided under Title 1, Subtitle 5 of this article.
Section 4A-1005 – Changes and Amendments to Registration
If any statement in the application for registration of a foreign limited liability company is false when made or any arrangements or other facts described have changed making the application inaccurate in any respect, the foreign limited liability company shall promptly file with the Department a certificate, executed by an authorized person, correcting the statement.
Section 4A-1006 – Cancellation of Registration
(a) A foreign limited liability company may cancel its registration by filing with the Department a certificate of cancellation executed by an authorized person. (b) The filing of a certificate of cancellation does not terminate the authority of the Department to accept service of process on the foreign limited liability company with respect to causes of action […]