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Part 1 - Definition and Application
§ 7-80-101. Short Title - This article shall be known and may be cited as...
§ 7-80-102. Definitions - As used in this article, unless the context otherwise requires:...
§ 7-80-103. Nature of Business - A limited liability company may be formed under this article...
§ 7-80-104. Powers - Source: L. 90: Entire article added, p. 415, § 1,...
§ 7-80-105. Unauthorized Assumption of Powers - All persons who assume to act as a limited liability...
§ 7-80-106. Transaction of Business Outside State - It is the intention of the general assembly by the...
§ 7-80-107. Application of Corporation Case Law to Set Aside Limited Liability - Source: L. 90: Entire article added, p. 416, § 1,...
§ 7-80-108. Effect of Operating Agreement - Nonwaivable Provisions - Statute of Frauds - (1.5) To the extent that a member or manager or...
§ 7-80-109. Construction of Article - The rule that statutes in derogation of the common law...
Part 2 - Formation
§ 7-80-203. Formation - Source: L. 90: Entire article added, p. 418, § 1,...
§ 7-80-204. Articles of Organization - Source: L. 90: Entire article added, p. 418, § 1,...
§ 7-80-207. Effect of Filing of Articles of Organization - A limited liability company is formed when its articles of...
§ 7-80-208. Notice of Existence of Limited Liability Company - The fact that the articles of organization are on file...
§ 7-80-209. Amendment of Articles of Organization - Source: L. 90: Entire article added, p. 420, § 1,...
Part 3 - Registered Agents, Service of Process, and Annual Reports
§ 7-80-301. Limited Liability Companies - Registered Agents - Service of Process - Periodic Reports - Part 7 of article 90 of this title, providing for...
Part 4 - Management
§ 7-80-401. Management of Limited Liability Company - Source: L. 2004: Entire part R&RE, p. 938, § 6,...
§ 7-80-402. Designation of Managers - The members of a limited liability company, the articles of...
§ 7-80-403. Officers and Other Agents - Source: L. 2004: Entire part R&RE, p. 939, § 6,...
§ 7-80-404. Duties of Members and Managers - Source: L. 2004: Entire part R&RE, p. 939, § 6,...
§ 7-80-405. Members and Managers as Agents of the Limited Liability Company - Source: L. 2004: Entire part R&RE, p. 940, § 6,...
§ 7-80-407. Reimbursement and Indemnification of Members and Managers - A limited liability company shall reimburse a person who is...
§ 7-80-408. Access to and Confidentiality of Information - Records - Accounting - Source: L. 2004: Entire part R&RE, p. 941, § 6,...
Part 5 - Finance
§ 7-80-501. Form of Contribution - The contribution of a member may be in cash, property,...
§ 7-80-502. Liability for Contributions - Source: L. 90: Entire article added, p. 431, § 1,...
§ 7-80-503. Sharing of Profits and Losses - The profits and losses of a limited liability company shall...
§ 7-80-504. Sharing of Distributions - Distributions of cash or other assets of a limited liability...
Part 6 - Distributions and Resignation
§ 7-80-601. Interim Distributions - Except as provided in this part 6, a member is...
§ 7-80-602. Resignation of Member - A member may resign from a limited liability company at...
§ 7-80-603. Interest of Member Upon Resignation - A member who has resigned shall have no right to...
§ 7-80-604. Distribution in Kind - A member, regardless of the nature of the member's contribution,...
§ 7-80-605. Right to Distribution - At the time a member becomes entitled to receive a...
§ 7-80-606. Limitations on Distribution - Source: L. 90: Entire article added, p. 432, § 1,...
Part 7 - Members
§ 7-80-701. Admission of Members - Source: L. 90: Entire article added, p. 433, § 1,...
§ 7-80-702. Interest in Limited Liability Company - Transferability of Interest - Source: L. 90: Entire article added, p. 433, § 1,...
§ 7-80-703. Rights of Creditor Against a Member - On application to a court of competent jurisdiction by any...
§ 7-80-704. Deceased or Incompetent Members Who Are Individuals - Dissolved or Terminated Members Who Are Legal Entities - Source: L. 90: Entire article added, p. 433, § 1,...
§ 7-80-705. Liability of Members and Managers - Members and managers of limited liability companies are not liable...
§ 7-80-706. Voting - Source: L. 90: Entire article added, p. 434, § 1,...
§ 7-80-713. Derivative Proceeding - Standing - Definitions - Source: L. 2002: Entire section added, p. 1725, § 160,...
§ 7-80-714. Derivative Proceeding - Demand - Source: L. 2002: Entire section added, p. 1725, § 160,...
§ 7-80-715. Stay of Derivative Proceeding - For the purpose of allowing the limited liability company time...
§ 7-80-716. Dismissal of Derivative Proceeding - Source: L. 2002: Entire section added, p. 1725, § 160,...
§ 7-80-717. Discontinuance or Settlement of Derivative Proceeding - No derivative proceeding commenced pursuant to this part 7 shall...
§ 7-80-718. Payment of Expenses - Derivative Proceeding - On the termination of a derivative proceeding commenced pursuant to...
§ 7-80-719. Applicability of Derivative Proceeding to Foreign Limited Liability Companies - In any derivative proceeding in the right of a foreign...
Part 8 - Dissolution
§ 7-80-801. Dissolution - Time and Notice of Dissolution - Source: L. 2003: Entire part R&RE, p. 2269, § 192,...
§ 7-80-802. Statement of Dissolution - Source: L. 2003: Entire part R&RE, p. 2269, § 192,...
§ 7-80-803. Effect of Dissolution - Source: L. 2003: Entire part R&RE, p. 2269, § 192,...
§ 7-80-803.3. Right to Wind Up Business - Source: L. 2006: Entire section added, p. 863, § 36,...
§ 7-80-803.5. Manager's or Member's Power to Bind Limited Liability Company After Dissolution - Source: L. 2006: Entire section added, p. 863, § 36,...
§ 7-80-810. Judicial Dissolution - Source: L. 2003: Entire part R&RE, p. 2273, § 192,...
§ 7-80-811. Procedure for Judicial Dissolution - Source: L. 2003: Entire part R&RE, p. 2274, § 192,...
§ 7-80-812. Receivership or Custodianship - Source: L. 2003: Entire part R&RE, p. 2274, § 192,...
§ 7-80-813. Decree of Dissolution - Source: L. 2003: Entire part R&RE, p. 2275, § 192,...
Part 9 - Foreign Limited Liability Companies
§ 7-80-901. Foreign Limited Liability Companies - Part 8 of article 90 of this title, providing for...
§ 7-80-902. Registered Agent - Service of Process - Part 7 of article 90 of this title, providing for...
Part 11 - Applicability of Article
§ 7-80-1101. Application to Limited Liability Companies Formed Prior to July 1, 1994 - Source: L. 94: Entire part added, p. 725, § 34,...