Section 7-16-67. – Filing of returns with the tax administrator — Annual charge.
§ 7-16-67. Filing of returns with the tax administrator — Annual charge. (a) A return, in the form and containing the information as the tax administrator may prescribe, shall be filed with the tax administrator by the limited-liability company: (1) In case the fiscal year of the limited-liability company is the calendar year, on or […]
Section 7-16-67.1. – Revocation of articles or authority to transact business for nonpayment of fee.
§ 7-16-67.1. Revocation of articles or authority to transact business for nonpayment of fee. (a) The tax administrator may, after July 15 of each year, make up a list of all limited-liability companies that have failed to pay the fee defined in § 7-16-67 for one year after the fee became due and payable, and […]
Section 7-16-68. – Limited-liability company property.
§ 7-16-68. Limited-liability company property. Real and personal property owned, purchased, or leased by a limited-liability company shall be held, owned, and conveyed in the limited-liability company name. Instruments and documents providing for the acquisition, mortgage or disposition of property of the limited-liability company are valid and binding on the limited-liability company if executed by […]
Section 7-16-54. – Transaction of business by foreign limited-liability company without registration.
§ 7-16-54. Transaction of business by foreign limited-liability company without registration. (a) A foreign limited-liability company transacting business in this state may not maintain any action, suit, or proceeding in any court of this state until it has registered in this state. (b) The failure of a foreign limited-liability company to register in this state […]
Section 7-16-69. – Certificates and certified copies to be received in evidence.
§ 7-16-69. Certificates and certified copies to be received in evidence. All certificates issued by the secretary of state in accordance with the provisions of this chapter, and all copies of documents filed in the secretary of state’s office in accordance with the provisions of this chapter when certified by the secretary of state, shall […]
Section 7-16-55. – Action to restrain foreign limited-liability company.
§ 7-16-55. Action to restrain foreign limited-liability company. The attorney general of this state may maintain an action in the superior court to restrain any foreign limited-liability company or any of its agents from transacting any business in this state in violation of this chapter or if the limited-liability company has failed to comply with […]
Section 7-16-70. – Parties to actions.
§ 7-16-70. Parties to actions. A member of a limited-liability company is not a proper party to proceedings by or against a limited-liability company, except for an action brought under § 7-16-56 and except where the object is to enforce a member’s right against or liability to the limited-liability company. History of Section.P.L. 1992, ch. […]
Section 7-16-56. – Right of member to bring derivative action.
§ 7-16-56. Right of member to bring derivative action. A member may bring an action on behalf of the limited-liability company to recover a judgment in its favor if all of the following conditions are met: (1) The member does not have the authority to cause the limited-liability company to sue in its own right […]
Section 7-16-71. – Unauthorized assumption of powers.
§ 7-16-71. Unauthorized assumption of powers. All persons who assume to act as a limited-liability company without authority to do so are jointly and severally liable for all debts and liabilities. History of Section.P.L. 1992, ch. 280, § 1.
Section 7-16-57. – Pleading in derivative action.
§ 7-16-57. Pleading in derivative action. In a derivative action, the complaint shall set forth with particularity the effort of the plaintiff to secure initiation of the action by the managers or the members who would otherwise have the authority to cause the limited-liability company to sue in its own right or why such effort […]