New Mexico Statutes
Chapter 53 - Corporations
Article 19 - Limited Liability Companies

Section 53-19-5 - Registered office and registered agent; change of principal place of business. - A. A limited liability company shall maintain in New Mexico:...

Section 53-19-6 - Nature and duration of business. - A limited liability company may conduct or promote any lawful...

Section 53-19-7 - Formation. - One or more persons may form a limited liability company...

Section 53-19-8 - Articles of organization. - The articles of organization shall set forth: A. a name...

Section 53-19-9 - Filing. - A. The organizer or organizers of a limited liability company...

Section 53-19-10 - Effect of filing of articles of organization. - A. A limited liability company is formed when the articles...

Section 53-19-11 - Amendment and restatement of articles of organization. - A. The articles of organization of a limited liability company...

Section 53-19-12 - Execution of documents. - A. Unless otherwise specified in the Limited Liability Company Act,...

Section 53-19-13 - Liability of members and managers to third parties. - Except as otherwise provided in the Limited Liability Company Act,...

Section 53-19-14 - Parties to actions. - A member of a limited liability company is not a...

Section 53-19-15 - Management by members or managers. - A. Except to the extent the articles of organization vest...

Section 53-19-16 - Liabilities and duties of managers and members. - Unless otherwise provided by the articles of organization or an...

Section 53-19-17 - Voting. - A. Except as provided by the articles of organization, an...

Section 53-19-18 - Indemnification of members and managers. - The articles of organization or an operating agreement may provide...

Section 53-19-19 - Records and information. - A. A limited liability company shall keep at its principal...

Section 53-19-20 - Contributions to capital; certificates of membership interest. - A. A membership interest in a limited liability company may...

Section 53-19-21 - Liability for contribution. - A. Except as provided in the articles of organization or...

Section 53-19-22 - Sharing of profits and losses. - The profits and losses of a limited liability company shall...

Section 53-19-23 - Sharing of interim distributions. - Except as provided in Sections 24 and 44 [53-19-24, 53-19-44...

Section 53-19-24 - Distribution on event of dissociation. - Upon the happening of an event of dissociation that does...

Section 53-19-25 - Withdrawals of capital and distributions in kind. - Except as provided in the articles of organization or an...

Section 53-19-26 - Wrongful distributions. - A. No distribution may be made if, after giving effect...

Section 53-19-27 - Liability upon wrongful distribution. - A. In addition to any other liabilities, a member or...

Section 53-19-28 - Right to distribution. - At the time a member becomes entitled to receive a...

Section 53-19-29 - Ownership of property by the limited liability company. - A. Property transferred to or otherwise acquired by a limited...

Section 53-19-30 - Transfer of property of limited liability company. - A. Except as provided in Subsection E of this section,...

Section 53-19-31 - Nature of membership interest. - A membership interest is personal property. History: Laws 1993, ch....

Section 53-19-32 - Assignment of interests. - A. Except as provided in the articles of organization or...

Section 53-19-33 - Right of assignee to become a member. - A. Except as otherwise provided in the articles of organization...

Section 53-19-34 - Interest of a deceased, incompetent or terminated member. - If a member who is an individual dies or a...

Section 53-19-35 - Rights of judgment creditor of member. - On application to a court by any judgment creditor of...

Section 53-19-36 - Admission of members. - A. Subject to the provisions of Subsection B of this...

Section 53-19-37 - Voluntary withdrawal of members. - A. Unless the articles of organization or an operating agreement...

Section 53-19-38 - Events of dissociation. - A. A member ceases to be a member of a...

Section 53-19-39 - Dissolution. - A. A limited liability company is dissolved upon the happening...

Section 53-19-40 - Judicial dissolution. - On application by or for a member, a court may...

Section 53-19-41 - Articles of dissolution. - A. On the dissolution of a limited liability company, persons...

Section 53-19-42 - Winding up. - A. Except as may be provided in the articles of...

Section 53-19-43 - Power of managers or members after dissolution. - A. Subject to Subsections C and D of this section,...

Section 53-19-44 - Distribution of assets. - In winding up the business and affairs of a limited...

Section 53-19-45 - Known claims against dissolved limited liability company. - A. A dissolved limited liability company may dispose of the...

Section 53-19-46 - Unknown claims against dissolved limited liability company. - A. A dissolved limited liability company may publish notice of...

Section 53-19-47 - Laws governing foreign limited liability company. - A. Subject to the constitution of New Mexico, the laws...

Section 53-19-48 - Registration. - Before transacting business in New Mexico, a foreign limited liability...

Section 53-19-49 - Issuance of registration. - If the commission [secretary of state] determines that the application...

Section 53-19-50 - Name. - A foreign limited liability company may register with the commission...

Section 53-19-51 - Amended certificate of registration. - A. The application for registration of a foreign limited liability...

Section 53-19-52 - Cancellation of registration. - A. A foreign limited liability company authorized to transact business...

Section 53-19-53 - Transaction of business without registration. - A. A foreign limited liability company transacting business in New...

Section 53-19-54 - Transactions not constituting transacting business. - A. The following activities of a foreign limited liability company,...

Section 53-19-55 - Service of process. - Service of process in any action against a foreign limited...

Section 53-19-56 - Action by attorney general. - The attorney general may maintain an action to recover civil...

Section 53-19-57 - Suits by and against the limited liability company. - Suits may be brought by or against a limited liability...

Section 53-19-58 - Authority to sue on behalf of limited liability company. - Except as otherwise provided in the articles of organization or...

Section 53-19-59 - Conversions and mergers; definitions. - As used in Sections 53-19-59 through 53-19-62.3 NMSA 1978: A....

Section 53-19-60 - Conversions and mergers; conversion of corporation, partnership or limited partnership to limited liability company. - A. A corporation, partnership or limited partnership may be converted...

Section 53-19-60.1 - Conversions and mergers; conversion of limited liability company to corporation, partnership or limited partnership. - A. A limited liability company may be converted to a...

Section 53-19-61 - Conversions and mergers; effect of conversion. - A. A corporation, partnership, limited liability company or limited partnership...

Section 53-19-62 - Conversions and merger of entities. - A. Pursuant to a plan of merger approved under Subsection...

Section 53-19-62.1 - Conversion and mergers; articles of merger. - A. After approval of the plan of merger under Subsection...

Section 53-19-62.2 - Conversions and mergers; effect of merger. - A. When a merger takes effect: (1) the separate existence...

Section 53-19-62.3 - Conversion and mergers; non-exclusivity. - Sections 53-19-59 through 53-19-62.2 NMSA 1978 do not preclude an...

Section 53-19-63 - Filing, service and copying fees. - The secretary of state shall charge and collect: A. for...

Section 53-19-64 - Execution by judicial act. - Any person who is adversely affected by the failure or...

Section 53-19-65 - Rules of construction. - A. It is the policy of the Limited Liability Company...

Section 53-19-66 - Powers of commission [secretary of state]. - The commission [secretary of state] has the power and authority...

Section 53-19-66.1 - Administrative revocation. - A limited liability company may be revoked by the commission...

Section 53-19-66.2 - Reinstatement following administrative revocation. - A. A limited liability company administratively revoked pursuant to the...

Section 53-19-67 - Appeal from commission [secretary of state]. - If the commission [secretary of state] fails to approve any...

Section 53-19-68 - Issuance of certificate of good standing and compliance. - The commission [secretary of state] may issue a certificate of...

Section 53-19-69 - Certificates and certified copies to be received in evidence. - All certificates issued by the commission [secretary of state] in...

Section 53-19-70 - Forms furnished by the commission [secretary of state]. - Forms for all documents to be filed in the office...

Section 53-19-71 - Application to existing limited liability companies. - The provisions of the Limited Liability Company Act apply to...

Section 53-19-72 - Application to foreign and interstate commerce. - The provisions of the Limited Liability Company Act apply to...

Section 53-19-73 - Reservation of power. - The legislature reserves power to amend, repeal or modify all...

Section 53-19-74 - Commission's [secretary of state's] retention of records. - The commission [secretary of state] shall provide, pursuant to the...

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New Mexico Statutes Chapter 53 - Corporations Article 19 - Limited Liability Companies

New Mexico Statutes
Chapter 53 - Corporations
Article 19 - Limited Liability Companies