§18-2054.4. Series of members, managers or membership interests having separate rights – Personal obligation of member or manager.
SERIES OF MEMBERS, MANAGERS, OR MEMBERSHIP INTERESTS HAVING SEPARATE RIGHTS – PERSONAL OBLIGATION OF MEMBER OR MANAGER A. An operating agreement may establish or provide for the establishment of one or more designated series of members, managers, membership interests or assets. Any such series may have separate rights, powers or duties with respect to specified […]
§18-2043. Foreign limited liability company – Registration procedure.
Before transacting business in this state, a foreign limited liability company shall register with the Office of the Secretary of State. In order to register, a foreign limited liability company shall: 1. Pay to the Secretary of State a registration fee required by Section 56 of this act; 2. Provide the Secretary of State with […]
§18-2044. Foreign limited liability company – Duties of Secretary of State.
A. If the Office of the Secretary of State finds that an application for registration conforms to the provisions of this act and all requisite fees have been paid, it shall: 1. Endorse on the applications the word “filed”, and the month, day, and year of the filing; 2. File in its office one copy […]
§18-2045. Foreign limited liability company – Name.
Subject to the provisions of Section 2008 of this title, a foreign limited liability company may register with the Secretary of State under the name which it is registered in its jurisdiction of organization and that could be registered by a domestic limited liability company. If the name of a foreign limited liability company does […]
§18-2046. Foreign limited liability company – Correction certificate – Recording changes.
A. If any statement in the application for registration of a foreign limited liability company was 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 in the Office of the Secretary of State a certificate, signed by […]
§18-2047. Foreign limited liability company – Certificate of withdrawal.
A. A foreign limited liability company authorized to transact business in this state may withdraw from the state upon procuring from the Office of the Secretary of State a certificate of withdrawal. In order to procure such certificate, the foreign limited liability company shall file with the Office of the Secretary of State an application […]
§18-2032. Membership interest as personal property.
MEMBERSHIP INTEREST AS PERSONAL PROPERTY A capital interest is personal property. A member has no interest in specific limited liability company property. Added by Laws 1992, c. 148, § 33, eff. Sept. 1, 1992. Amended by Laws 2017, c. 323, § 45, eff. Nov. 1, 2017.
§18-2033. Assignability of membership interest.
ASSIGNABILITY OF MEMBERSHIP INTEREST A. Unless otherwise provided in an operating agreement: 1. A membership interest is not transferable; provided, however, that a member may assign the capital interest associated with a membership interest in whole or in part; 2. An assignment of the capital interest associated with a membership interest does not entitle the […]
§18-2034. Judgment creditor – Rights – Exclusive remedy.
JUDGMENT CREDITOR; RIGHTS; EXCLUSIVE REMEDY On application to a court of competent jurisdiction by any judgment creditor of a member, the court may charge the capital interest of the member with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of an […]
§18-2019. Managers as agents.
MANAGERS AS AGENTS A. Every manager is an agent of the limited liability company for the purpose of its business, and the act of every manager, including the execution in the limited liability company name of any instrument for apparently carrying on the business of the limited liability company of which he is a manager, […]