Section 450.4705 – Merger of Foreign Limited Liability Companies With Domestic Limited Liability Companies; Conditions; Compliance and Liability of Surviving Company.
450.4705 Merger of foreign limited liability companies with domestic limited liability companies; conditions; compliance and liability of surviving company. Sec. 705. (1) One or more foreign limited liability companies may merge with 1 or more domestic limited liability companies if both of the following are satisfied: (a) The merger is permitted by the law of […]
Section 450.4705a – Definitions; Merger of Domestic Limited Liability Companies With Business Organizations.
450.4705a Definitions; merger of domestic limited liability companies with business organizations. Sec. 705a. (1) As used in this section: (a) “Business organization” means a domestic or foreign corporation, domestic or foreign nonprofit corporation, limited partnership, general partnership, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic limited liability […]
Section 450.4706 – Abandoning Plan of Merger; Procedure.
450.4706 Abandoning plan of merger; procedure. Sec. 706. (1) Unless a plan of merger provides otherwise, at any time before the effective date of a certificate of merger, the merger may be abandoned in accordance with the procedure set forth in the plan of merger or, if no procedure to abandon the merger is set […]
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 450.4507 – Charging Membership Interest With Payment of Judgment; Rights of Judgment Creditor; Rights and Powers of Member; Charging Order as Lien on Membership Interest; Section as Exclusive Remedy.
450.4507 Charging membership interest with payment of judgment; rights of judgment creditor; rights and powers of member; charging order as lien on membership interest; section as exclusive remedy. Sec. 507. (1) If a court of competent jurisdiction receives an application from any judgment creditor of a member of a limited liability company, the court may […]
Section 450.4508 – Encumbrance Against Membership Interest; Effect.
450.4508 Encumbrance against membership interest; effect. Sec. 508. Unless otherwise provided in an operating agreement, the pledge or granting of a security interest, lien, or other encumbrance in or against any or all of the membership interest of a member does not cause the member to cease to be a member or to lose the […]
Section 450.4509 – Withdrawal of Member; Distribution; Expulsion.
450.4509 Withdrawal of member; distribution; expulsion. Sec. 509. (1) A member may withdraw from a limited liability company only as provided in an operating agreement. A member withdrawing pursuant to an operating agreement may become entitled to a withdrawal distribution as described in section 305. (2) An operating agreement may provide for the expulsion of […]
Section 450.4510 – Commencement and Maintenance of Civil Suit by Company; Conditions.
450.4510 Commencement and maintenance of civil suit by company; conditions. Sec. 510. A member may commence and maintain a civil suit in the right of a limited liability company if all of the following conditions are met: (a) Either management of the limited liability company is vested in a manager or managers that have the […]
Section 450.4511 – Investigation of Allegations; Stay of Derivative Proceeding.
450.4511 Investigation of allegations; stay of derivative proceeding. Sec. 511. If the limited liability company commences an investigation of the allegations made in the demand or complaint, the court may stay any derivative proceeding for a period as the court considers appropriate. History: 1993, Act 23, Eff. June 1, 1993