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Subchapter 1: GENERAL PROVISIONS
31 §1501. Short title - §1501. Short title This chapter may be known and cited...
31 §1502. Definitions - §1502. Definitions As used in this chapter, unless the context...
31 §1503. Knowledge; notice - §1503. Knowledge; notice 1. Knows. A person knows a fact...
31 §1504. Nature, purpose and duration of limited liability company - §1504. Nature, purpose and duration of limited liability company 1....
31 §1505. Capacities and powers - §1505. Capacities and powers 1. To sue, be sued. A...
31 §1506. Governing law - §1506. Governing law The law of this State governs: [PL...
31 §1507. Rules of construction - §1507. Rules of construction 1. Freedom of contract. It is...
31 §1508. Limited liability company name - §1508. Limited liability company name 1. Requirements. A limited liability...
31 §1509. Reservation of name - §1509. Reservation of name 1. Reserve use of name. A...
31 §1510. Assumed or fictitious name of limited liability company - §1510. Assumed or fictitious name of limited liability company 1....
31 §1511. Registered name of foreign limited liability company - §1511. Registered name of foreign limited liability company 1. Register...
Subchapter 2: LIMITED LIABILITY COMPANY AGREEMENT; PROVISIONS OF CHAPTER THAT MAY NOT BE MODIFIED BY THE LIMITED LIABILITY COMPANY AGREEMENT
31 §1521. Limited liability company agreement; scope, function and limitations - §1521. Limited liability company agreement; scope, function and limitations 1....
31 §1522. Provisions of the chapter that may not be modified by the limited liability company agreement - §1522. Provisions of the chapter that may not be modified...
31 §1523. Limited liability company agreement; effect on limited liability company and persons admitted as members; preformation agreement - §1523. Limited liability company agreement; effect on limited liability company...
31 §1524. Limited liability company agreement; effect on 3rd parties and relationship to records effective on behalf of limited liability company - §1524. Limited liability company agreement; effect on 3rd parties and...
Subchapter 3: FORMATION, CERTIFICATE OF FORMATION AND OTHER FILINGS
31 §1531. Formation of limited liability company; certificate of formation - §1531. Formation of limited liability company; certificate of formation 1....
31 §1532. Amendment or restatement of certificate of formation - §1532. Amendment or restatement of certificate of formation 1. Time...
31 §1533. Cancellation of certificate of formation - §1533. Cancellation of certificate of formation 1. Cancellation. A certificate...
Subchapter 4: RELATIONS OF MEMBERS TO PERSONS DEALING WITH LIMITED LIABILITY COMPANY
31 §1541. Power to bind limited liability company - §1541. Power to bind limited liability company A person may...
31 §1542. Statement of authority - §1542. Statement of authority 1. Statement delivered for filing. A...
31 §1543. Statement of denial - §1543. Statement of denial A person named in a filed...
31 §1544. Liability of members to 3rd parties - §1544. Liability of members to 3rd parties A person who...
Subchapter 5: RELATIONS OF MEMBERS TO EACH OTHER AND TO LIMITED LIABILITY COMPANY
31 §1551. Admission of a member - §1551. Admission of a member 1. In connection with formation....
31 §1552. Form of contribution - §1552. Form of contribution A contribution may consist of cash,...
31 §1553. Liability for contributions - §1553. Liability for contributions 1. Promise in writing. A promise...
31 §1554. Sharing of and right to distributions - §1554. Sharing of and right to distributions 1. Agreed value....
31 §1555. Limitations on distribution and liability for improper distributions - §1555. Limitations on distribution and liability for improper distributions 1....
31 §1556. Activities and affairs of limited liability company - §1556. Activities and affairs of limited liability company 1. Direction;...
31 §1557. Indemnification, advancement, reimbursement and insurance - §1557. Indemnification, advancement, reimbursement and insurance A limited liability company...
31 §1558. Right of members and dissociated members to information - §1558. Right of members and dissociated members to information 1....
31 §1559. Duties of members and other persons - §1559. Duties of members and other persons Except as may...
31 §1560. Nature of professional limited liability company business - §1560. Nature of professional limited liability company business A professional...
Subchapter 6: TRANSFERABLE INTERESTS AND RIGHTS OF TRANSFEREES AND CREDITORS
31 §1571. Member's transferable interest - §1571. Member's transferable interest The only interest of a member...
31 §1572. Transfer of transferable interest - §1572. Transfer of transferable interest 1. Transferable interest. A transfer,...
31 §1573. Charging order - §1573. Charging order 1. Transferable interest of judgment debtor. On...
31 §1574. Power of personal representative of deceased member - §1574. Power of personal representative of deceased member If a...
Subchapter 7: MEMBER'S DISSOCIATION
31 §1581. Member's power to dissociate; wrongful dissociation - §1581. Member's power to dissociate; wrongful dissociation 1. Power to...
31 §1582. Events causing dissociation - §1582. Events causing dissociation A person is dissociated as a...
31 §1583. Effect of person's dissociation as a member - §1583. Effect of person's dissociation as a member 1. No...
Subchapter 8: DISSOLUTION, WINDING UP, REINSTATEMENT AND REVIVAL
31 §1591. Grounds for administrative dissolution of limited liability company - §1591. Grounds for administrative dissolution of limited liability company Notwithstanding...
31 §1592. Procedure for and effect of administrative dissolution of limited liability company - §1592. Procedure for and effect of administrative dissolution of limited...
31 §1593. Reinstatement following administrative dissolution of limited liability company - §1593. Reinstatement following administrative dissolution of limited liability company 1....
31 §1594. Appeal from denial of reinstatement of limited liability company - §1594. Appeal from denial of reinstatement of limited liability company...
31 §1595. Events causing dissolution - §1595. Events causing dissolution 1. Events causing dissolution. A limited...
31 §1596. Effect of dissolution - §1596. Effect of dissolution 1. Existence; activities. Until the filing...
31 §1597. Right to wind up business and activities - §1597. Right to wind up business and activities 1. Wind...
31 §1598. Power to bind limited liability company after dissolution - §1598. Power to bind limited liability company after dissolution After...
31 §1599. Known claims against dissolved limited liability company - §1599. Known claims against dissolved limited liability company 1. Disposal...
31 §1600. Other claims against dissolved limited liability company - §1600. Other claims against dissolved limited liability company 1. Newspaper...
31 §1601. Application of assets in winding up limited liability company's activities - §1601. Application of assets in winding up limited liability company's...
31 §1602. Revocation of dissolution - §1602. Revocation of dissolution 1. Continued; conditions. Notwithstanding the occurrence...
31 §1603. Effect of revocation of dissolution - §1603. Effect of revocation of dissolution 1. Continuation of activities....
31 §1604. Revival of limited liability company after dissolution - §1604. Revival of limited liability company after dissolution 1. Determination...
Subchapter 9: LOW-PROFIT LIMITED LIABILITY COMPANIES
31 §1611. Low-profit limited liability company - §1611. Low-profit limited liability company 1. Purpose. A low-profit limited...
Subchapter 10: FOREIGN LIMITED LIABILITY COMPANIES
31 §1621. Governing law - §1621. Governing law 1. Jurisdiction where formed. The laws of...
31 §1622. Statement of foreign qualification to conduct activities required - §1622. Statement of foreign qualification to conduct activities required 1....
31 §1623. Actions not constituting transacting business or conducting activities - §1623. Actions not constituting transacting business or conducting activities 1....
31 §1624. Noncomplying name of foreign limited liability company - §1624. Noncomplying name of foreign limited liability company 1. Fictitious...
31 §1625. Grounds for revocation of statement of foreign qualification - §1625. Grounds for revocation of statement of foreign qualification Notwithstanding...
31 §1626. Procedure for and effect of revocation - §1626. Procedure for and effect of revocation 1. Notice of...
31 §1627. Appeal from revocation - §1627. Appeal from revocation 1. Petition to appeal revocation. A...
31 §1628. Statement of cancellation of foreign qualification - §1628. Statement of cancellation of foreign qualification 1. Statement of...
31 §1629. Effect of failure to have statement of foreign qualification - §1629. Effect of failure to have statement of foreign qualification...
Subchapter 11: ACTIONS BY MEMBERS
31 §1631. Direct action by member - §1631. Direct action by member 1. Direct action against member....
31 §1632. Derivative action - §1632. Derivative action A member may maintain a derivative action...
31 §1633. Proper plaintiff - §1633. Proper plaintiff 1. Plaintiff must be a member. Except...
31 §1634. Pleading - §1634. Pleading In a derivative action under section 1632 the...
31 §1635. Special litigation committee - §1635. Special litigation committee 1. Stay of court proceeding upon...
31 §1636. Proceeds and expenses - §1636. Proceeds and expenses 1. Proceeds. Except as otherwise provided...
31 §1637. Closely held limited liability company - §1637. Closely held limited liability company 1. Definition. As used...
Subchapter 12: MERGER AND CONVERSION
31 §1641. Merger - §1641. Merger 1. Merger requirements. A limited liability company may...
31 §1642. Action on plan of merger by constituent limited liability company - §1642. Action on plan of merger by constituent limited liability...
31 §1643. Filings required for merger; effective date - §1643. Filings required for merger; effective date 1. Signature on...
31 §1644. Effect of merger - §1644. Effect of merger 1. Effect of merger. When a...
31 §1645. Conversion - §1645. Conversion 1. Conversion. An organization other than a limited...
31 §1646. Action on plan of conversion by converting limited liability company - §1646. Action on plan of conversion by converting limited liability...
31 §1647. Filings required for conversion; effective date - §1647. Filings required for conversion; effective date 1. After conversion...
31 §1648. Effect of conversion - §1648. Effect of conversion 1. Same organization. An organization that...
31 §1649. Restrictions on approval of mergers and conversions - §1649. Restrictions on approval of mergers and conversions 1. Written...
31 §1650. Subchapter not exclusive - §1650. Subchapter not exclusive This subchapter does not preclude an...
Subchapter 13: ADMINISTRATIVE PROVISIONS
31 §1661. Registered agent for limited liability company - §1661. Registered agent for limited liability company A limited liability...
31 §1662. Service of process - §1662. Service of process Service of process, notice or demand...
31 §1663. Principal office - §1663. Principal office The principal office of a limited liability...
31 §1664. Certificate of existence; certificate of qualification; certificate of fact - §1664. Certificate of existence; certificate of qualification; certificate of fact...
31 §1665. Annual report for Secretary of State - §1665. Annual report for Secretary of State 1. Annual report....
31 §1666. Amended annual report of limited liability company or foreign limited liability company - §1666. Amended annual report of limited liability company or foreign...
31 §1667. Failure to file annual report; incorrect report; penalties - §1667. Failure to file annual report; incorrect report; penalties 1....
31 §1668. Powers of the Secretary of State; rules - §1668. Powers of the Secretary of State; rules The Secretary...
31 §1669. Expedited service - §1669. Expedited service The Secretary of State may provide an...
31 §1670. Access to database - §1670. Access to database The Secretary of State may provide...
31 §1671. Publications - §1671. Publications 1. Fee for publications. The Secretary of State...
31 §1672. Filing duty of Secretary of State - §1672. Filing duty of Secretary of State 1. Duty to...
31 §1673. Requirements for documents filed with the Secretary of State - §1673. Requirements for documents filed with the Secretary of State...
31 §1674. Effective time, delayed effective date - §1674. Effective time, delayed effective date Except as otherwise provided...
31 §1675. Correcting filed record; effective time and date - §1675. Correcting filed record; effective time and date 1. Statement...
31 §1676. Signing of records to be delivered for filing to office of the Secretary of State - §1676. Signing of records to be delivered for filing to...
31 §1677. Signing and filing pursuant to judicial order - §1677. Signing and filing pursuant to judicial order 1. Petition....
31 §1678. Liability for incorrect or inaccurate information in filed record - §1678. Liability for incorrect or inaccurate information in filed record...
31 §1679. Address - §1679. Address Whenever a provision of this subchapter requires that...
31 §1680. Filing and copying fees; penalties - §1680. Filing and copying fees; penalties A document filed under...
Subchapter 14: MISCELLANEOUS PROVISIONS
31 §1691. Relation to electronic signatures in Global and National Commerce Act - §1691. Relation to electronic signatures in Global and National Commerce...
31 §1692. Savings clause - §1692. Savings clause 1. Repeal does not affect. Except as...
31 §1693. Application to existing relationships - §1693. Application to existing relationships 1. Existing on effective date....