Section 450.4708 – Conversion Into Business Organization; Requirements; Effectiveness of Certificate of Conversion; Foreign Business Organization as Surviving Business Organization; “Business Organization” and “Entity” Defined.
450.4708 Conversion into business organization; requirements; effectiveness of certificate of conversion; foreign business organization as surviving business organization; “business organization” and “entity” defined. Sec. 708. (1) A domestic limited liability company may convert into a business organization if all of the following requirements are satisfied: (a) The conversion is permitted by the law that will […]
Section 450.4709 – Conversion of Business Organization Into Domestic Limited Liability Company; Requirements; Effectiveness of Certificate of Conversion.
450.4709 Conversion of business organization into domestic limited liability company; requirements; effectiveness of certificate of conversion. Sec. 709. (1) A business organization may convert into a domestic limited liability company if all of the following requirements are satisfied: (a) The conversion is permitted by the law that governs the internal affairs of the business organization, […]
Section 450.4801 – Dissolution and Winding Up; Conditions.
450.4801 Dissolution and winding up; conditions. Sec. 801. A limited liability company is dissolved and its affairs shall be wound up when the first of the following occurs: (a) Automatically, if a time specified in the articles of organization is reached. (b) If a vote of the members or other event specified in the articles […]
Section 450.4802 – Dissolution; Decree by Circuit Court.
450.4802 Dissolution; decree by circuit court. Sec. 802. Upon application by or for a member, the circuit court for the county in which the registered office of a limited liability company is located may decree dissolution of the company whenever the company is unable to carry on business in conformity with the articles of organization […]
Section 450.4803 – Dissolution; Action by Attorney General; Grounds; Other Actions Not Excluded.
450.4803 Dissolution; action by attorney general; grounds; other actions not excluded. Sec. 803. (1) The attorney general may bring an action in the circuit court for the county in which the registered office of a limited liability company is located for dissolution of the limited liability company on the ground that the company has committed […]
Section 450.4602 – Articles of Organization; Conditions Requiring Amendment.
450.4602 Articles of organization; conditions requiring amendment. Sec. 602. A limited liability company shall amend its articles of organization if any of the following occur: (a) A change in the name of the limited liability company. (b) A change in the purposes of the limited liability company. (c) A change to or from the management […]
Section 450.4603 – Articles of Organization; Certificate of Amendment; Filing; Contents.
450.4603 Articles of organization; certificate of amendment; filing; contents. Sec. 603. The articles of organization are amended by filing a certificate of amendment signed as provided in section 103 that contains all of the following: (a) The name of the limited liability company. (b) The date of filing of its original articles of organization. (c) […]
Section 450.4604 – Restated Articles of Organization.
450.4604 Restated articles of organization. Sec. 604. (1) A limited liability company may integrate into a single instrument the provisions of its articles of organization that are then in effect and operative by filing restated articles of organization executed as provided in section 103. (2) A limited liability company may include amendments to its articles […]
Section 450.4701 – Domestic Limited Liability Companies; Merger; Plan.
450.4701 Domestic limited liability companies; merger; plan. Sec. 701. (1) Two or more domestic limited liability companies may merge pursuant to a plan of merger approved as provided in section 702. (2) The plan of merger shall set forth all of the following: (a) The name of each constituent company and the name of the […]
Section 450.4702 – Merger; Approval of Plan by Members; Withdrawal and Distribution.
450.4702 Merger; approval of plan by members; withdrawal and distribution. Sec. 702. (1) A plan of merger shall be submitted to the members of each constituent company for approval. A unanimous vote of the members entitled to vote in each constituent company is required to approve a merger, unless an operating agreement of a constituent […]