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Subchapter 1 - General Provisions
§ 4-37-101. Short title - This chapter may be cited as the “Uniform Protected Series...
§ 4-37-102. Definitions - In this chapter: (1) “Acquired entity” means the entity, all...
§ 4-37-103. Nature of protected series - A protected series of a series limited liability company is...
§ 4-37-104. Powers and duration of protected series - (a) A protected series of a series limited liability company...
§ 4-37-105. Governing law - The law of this state governs: (1) the internal affairs...
§ 4-37-106. Relation of operating agreement, this chapter, and the Small Business Entity Tax Pass Through Act - (a) Except as otherwise provided in this section and subject...
§ 4-37-107. Additional limitations on operating agreement - (a) An operating agreement may not vary the effect of:...
§ 4-37-108. Rules for applying Small Business Entity Tax Pass Through Act to specified provisions of chapter - (a) Except as otherwise provided in subsection (b) and §...
Subchapter 2 - Establishing Protected Series
§ 4-37-201. Protected series designation — Amendment - (a) With the affirmative vote or consent of all members...
§ 4-37-202. Name - (a) Except as otherwise provided in subsection (b), the name...
§ 4-37-203. Registered agent - (a) The registered agent in this state for a series...
§ 4-37-204. Service of process, notice, demand, or other record - (a) A protected series of a series limited liability company...
§ 4-37-205. Certificate of good standing for protected series - (a) On request of any person, the Secretary of State...
§ 4-37-206. Information required in annual report — Effect of failure to provide - (a) In the annual report required by § 26-54-105, a...
Subchapter 3 - Associated Asset; Associated Member; Protected-Series Transferable Interest; Management; Right of Information
§ 4-37-301. Associated asset - (a) Only an asset of a protected series may be...
§ 4-37-302. Associated member - (a) Only a member of a series limited liability company...
§ 4-37-303. Protected-Series transferable interest - (a) A protected-series transferable interest of a protected series of...
§ 4-37-304. Management - (a) A protected series may have more than one protected-series...
§ 4-37-305. Right of person not associated member of protected series to information concerning protected series - (a) A member of a series limited liability company which...
Subchapter 4 - Limitation on Liability and Enforcement of Claims
§ 4-37-401. Limitations on liability - (a) A person is not liable, directly or indirectly, by...
§ 4-37-402. Claim seeking to disregard limitation of liability - (a) Except as otherwise provided in subsection (b), a claim...
§ 4-37-403. Remedies of judgment creditor of associated member of protected-series transferee - Section 4-32-705 applies to a judgment creditor of: (1) an...
§ 4-37-404. Enforcement against non-associated asset - (a) In this section: (1) “Enforcement date” means 12:01 a.m....
Subchapter 5 - Dissolution and Winding Up of Protected Series
§ 4-37-501. Events causing dissolution of protected series - A protected series of a series limited liability company is...
§ 4-37-502. Winding up dissolved protected series - (a) Subject to subsections (b) and (c) and in accordance...
§ 4-37-503. Effect of reinstatement of series limited liability company or revocation of voluntary dissolution - If a series limited liability company that has been administratively...
Subchapter 6 - Entity Transactions Restricted
§ 4-37-601. Definitions - In this subchapter: (1) “After a merger” or “after the...
§ 4-37-602. Protected series may not be party to entity transaction - A protected series may not: (1) be an acquiring, acquired,...
§ 4-37-603. Restriction on entity transaction involving protected series - A series limited liability company may not be: (1) an...
§ 4-37-604. Merger authorized — Parties restricted - A series limited liability company may be party to a...
§ 4-37-605. Plan of merger - In a merger under § 4-37-604, the plan of merger...
§ 4-37-606. Statement of merger - In a merger under § 4-37-604, the statement of merger...
§ 4-37-607. Effect of merger - When a merger under § 4-37-604 becomes effective, in addition...
§ 4-37-608. Application of § 4-37-404 after merger - (a) A creditor's right that existed under § 4-37-404 immediately...
Subchapter 7 - Foreign Protected Series
§ 4-37-701. Governing law - The law of the jurisdiction of formation of a foreign...
§ 4-37-702. No attribution of activities constituting doing business or for establishing jurisdiction - In determining whether a foreign series limited liability company or...
§ 4-37-703. Registration of foreign protected series - (a) Except as otherwise provided in this section and subject...
§ 4-37-704. Disclosure required when foreign series limited liability company or foreign protected series party to proceeding - (a) Not later than 30 days after becoming a party...
Subchapter 8 - Miscellaneous Provisions
§ 4-37-801. Uniformity of application and construction - In applying and construing this uniform act, consideration must be...
§ 4-37-802. Relation to Electronic Signatures in Global and National Commerce Act - This chapter modifies, limits, or supersedes the Electronic Signatures in...
§ 4-37-803. Transitional provisions - (a) Before January 1, 2020, this chapter governs only: (1)...
§ 4-37-804. Savings clause - This chapter does not affect an action commenced, proceeding brought,...
§ 4-37-805. Effective date - This chapter takes effect on October 1, 2019.