Section 4A-1010 – Assent to State Laws
By doing intrastate, interstate, or foreign business in this State, a foreign limited liability company assents to the laws of this State.
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 […]
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 […]