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Section 4A-201 – Purpose

    A limited liability company may be organized under this title and may conduct activities in any state related to any lawful business, purpose, investment, or activity, whether or not for profit, except the business of acting as an insurer.

Section 4A-202 – Formation

    (a)    Any person may form a limited liability company by causing articles of organization to be executed and filed for record with the Department.     (b)    A limited liability company is formed at the time when the Department accepts the articles of organization for record or at a later time specified in the articles, if in either case […]

Section 4A-203 – Powers

    Unless otherwise provided by law or unless otherwise agreed, a limited liability company has the general powers, whether or not set forth in its articles of organization or operating agreement, to:         (1)    Have perpetual existence, although existence may be limited to a specified period of time if the limitation is set forth in its articles of […]

Section 4A-204 – Articles of Organization

    (a)    The articles of organization shall set forth:         (1)    The name of the limited liability company;         (2)    The address of its principal office in this State and the name and address of its resident agent; and         (3)    Any other provision, not inconsistent with law, which the members elect to set out in the articles, including, but not limited to, […]

Section 4A-205 – Certificate of Correction

    (a)    If any document filed with the Department under this title contains any typographical error, error of transcription, or other technical error or has been defectively executed, the document may be corrected by the filing of a certificate of correction.     (b)    A certificate of correction shall set forth:         (1)    The title of the document being corrected;         (2)    The name […]

Section 4A-206 – Execution of Articles and Certificates

    (a)    Articles and certificates required by this title to be filed with the Department shall be executed in the following manner:         (1)    Articles of organization shall be executed by any individual authorized to do so by the persons forming the limited liability company; and         (2)    Articles of amendment, articles of merger, certificates of correction, articles of dissolution, articles […]

Section 4A-207 – Filing With the Department

    (a)    (1)    The Department may not accept for record or filing any document of a limited liability company that does not conform with law.         (2)    Any document which purports to be acknowledged may be treated by the Department as properly acknowledged.     (b)    The Department may not accept for record or filing any articles, certificate, qualification, registration, change of resident […]

Section 4A-208 – Name

    The name of each limited liability company as set forth in its articles of organization shall comply with the requirements of Title 1, Subtitle 5 of this article.

Section 4A-209 – Reservation of Name; Transfer of Reserved Name

    (a)    The exclusive right to use a specified name for a domestic or foreign limited liability company may be reserved by:         (1)    A person who intends to organize a domestic limited liability company;         (2)    A domestic limited liability company that proposes to change its name;         (3)    A foreign limited liability company that intends to register to do business in […]

Section 4A-210 – Principal Office and Resident Agent

    (a)    Each limited liability company shall have:         (1)    A principal office in this State; and         (2)    A resident agent.     (b)    (1)    A limited liability company may designate or change its resident agent or principal office by filing for record with the Department a statement signed by an authorized person which authorizes the designation or change.         (2)    A limited liability company may […]

Section 4A-212 – Conversion of Individual Proprietorship to Limited Liability Company

    (a)    An individual conducting a business as a proprietorship may convert the proprietorship to a limited liability company by filing articles of organization that meet the requirements of § 4A-204 of this subtitle and include the following:         (1)    The name of the individual who conducts the proprietorship; and         (2)    A description of the property comprising the business to […]

Section 4A-213 – Effect of Converting Partnership to Limited Liability Company

    (a)    A general or limited partnership that has been converted to a limited liability company pursuant to § 4A-211 of this subtitle shall be deemed for all purposes the same entity that existed before the conversion.     (b)    When a conversion takes effect:         (1)    All property owned by the converting general or limited partnership or the converting proprietorship remains […]