21-120. Signing and filing pursuant to judicial order. (RULLCA 204) (a) If a person required by the Nebraska Uniform Limited Liability Company Act to sign a record or deliver a record to the Secretary of State for filing under the act does not do so, any other person that is aggrieved may petition the district […]
21-121. Delivery to and filing of records by Secretary of State; effective time and date. (RULLCA 205) (a) A record authorized or required to be delivered to the Secretary of State for filing under the Nebraska Uniform Limited Liability Company Act must be captioned to describe the record’s purpose, be in a medium permitted by […]
21-122. Correcting filed record. (RULLCA 206) (a) A limited liability company or foreign limited liability company may deliver to the Secretary of State for filing a statement of correction to correct a record previously delivered by the company to the Secretary of State and filed by the Secretary of State, if at the time of […]
21-123. Liability for inaccurate information in filed record. (RULLCA 207) (a) If a record delivered to the Secretary of State for filing under the Nebraska Uniform Limited Liability Company Act and filed by the Secretary of State contains inaccurate information, a person that suffers a loss by reliance on the information may recover damages for […]
21-124. Certificate of existence or authorization. (RULLCA 208) (a) The Secretary of State, upon request and payment of the requisite fee, shall furnish to any person a certificate of existence for a limited liability company if the records filed in the office of the Secretary of State show that the company has been formed under […]
21-125. Biennial report. (RULLCA 209) (a) Each odd-numbered year, a limited liability company or a foreign limited liability company authorized to transact business in this state shall deliver to the Secretary of State for filing a biennial report that states: (1) the name of the company; (2) the street and mailing addresses of the company’s […]
21-126. No agency power of member as member. (RULLCA 301) (a) A member is not an agent of a limited liability company solely by reason of being a member. (b) A person’s status as a member does not prevent or restrict law other than the Nebraska Uniform Limited Liability Company Act from imposing liability on […]
21-127. Statement of authority. (RULLCA 302) (a) A limited liability company may deliver to the Secretary of State for filing a statement of authority. The statement: (1) must include the name of the company and the street and mailing addresses of its designated office; (2) with respect to any position that exists in or with […]
21-128. Statement of denial. (RULLCA 303) A person named in a filed statement of authority granting that person authority may deliver to the Secretary of State for filing a statement of denial that: (1) provides the name of the limited liability company and the caption of the statement of authority to which the statement of […]
21-129. Liability of members and managers. (RULLCA 304) (a) The debts, obligations, or other liabilities of a limited liability company, whether arising in contract, tort, or otherwise: (1) are solely the debts, obligations, or other liabilities of the company; and (2) do not become the debts, obligations, or other liabilities of a member or manager […]
21-130. Becoming member. (RULLCA 401) (a) If a limited liability company is to have only one member upon formation, the person becomes a member as agreed by that person and the organizer of the company. That person and the organizer may be, but need not be, different persons. If different, the organizer acts on behalf […]
21-1301. Cooperative corporation; formation; general purposes and powers; exceptions; action by cooperative corporation; vote required. Any number of persons, not less than ten, or one or more cooperative companies, may form and organize a cooperative corporation for the transaction of any lawful business by the adoption of articles of incorporation in the same manner and […]
21-1302. Cooperative corporation; articles of incorporation; contents. Every such cooperative company shall provide in its articles of incorporation: (1) That the word cooperative shall be included in its corporate name and that it proposes to organize as a cooperative corporation; (2) That dividends on the capital stock shall be fixed but shall not exceed eight […]
21-1303. Cooperative corporation; additional powers; stockholder vote; conditions; adoption of articles and bylaws. Every cooperative company which shall organize under sections 21-1301 and 21-1302 shall have power (1) to regulate and limit the right of stockholders to transfer their stock, (2) to restrict stock ownership to producers of agricultural products and, if such restriction is […]
21-1304. Cooperative corporation; contracts with members; provisions; damages for breach. The contracts mentioned in section 21-1303 may require the members to sell, for any period of time not over five years, all or a stipulated part of their specifically enumerated products through the association or to buy specifically enumerated supplies exclusively through the association, but […]
21-1305. Cooperative corporation; fees, filings, and reports. The fees for the incorporation of cooperative companies shall be the same as those required by law of other corporations. Such cooperative corporations shall be required to make the same reports and filings as is required of other corporations. Source Laws 1911, c. 32, § 5, p. 197; […]
21-1306. Cooperative; use of word restricted; penalty for violation. No corporation, company, firm or association which shall not be incorporated as a cooperative corporation shall adopt or use the words cooperative or any abbreviation thereof as a part of its name. Any person or company violating the provisions of this section shall be guilty of […]
21-131. Form of contribution. (RULLCA 402) A contribution may consist of tangible or intangible property or other benefit to a limited liability company, including money, services performed, promissory notes, other agreements to contribute money or property, and contracts for services to be performed. Source Laws 2010, LB888, § 31.
21-132. Liability for contributions. (RULLCA 403) (a) A person’s obligation to make a contribution to a limited liability company is not excused by the person’s death, disability, or other inability to perform personally. If a person does not make a required contribution, the person or the person’s estate is obligated to contribute money equal to […]
21-133. Sharing of and right to distributions before dissolution. (RULLCA 404) (a) Any distributions made by a limited liability company before its dissolution and winding up must be in equal shares among members and dissociated members, except to the extent necessary to comply with any transfer effective under section 21-141 and any charging order in […]
