Sec. 101.615. TERMINATION OF PROTECTED SERIES OR REGISTERED SERIES. (a) Except as otherwise provided by Sections 101.617, 101.618, 101.619, and 101.620, the protected series terminates on the completion of the winding up of the business and affairs of the protected series in accordance with Sections 101.617, 101.618, 101.619, and 101.620.
(b) Except as otherwise provided by Sections 101.617, 101.618, 101.619, and 101.620, the registered series terminates on:
(1) the completion of the winding up of the business and affairs of the registered series in accordance with Sections 101.617, 101.618, 101.619, and 101.620; and
(2) the effectiveness of the filing with the secretary of state of a certificate of termination for the registered series.
(c) The limited liability company shall provide notice of the termination of a protected series or registered series in the manner provided in the company agreement for notice of termination, if any.
(d) The termination of the protected series or registered series does not affect the limitation on liabilities of the protected series or registered series provided by Section 101.602.
Added by Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 45, eff. September 1, 2009.
Amended by:
Acts 2021, 87th Leg., R.S., Ch. 43 (S.B. 1523), Sec. 1, eff. June 1, 2022.
Structure Texas Statutes
Title 3 - Limited Liability Companies
Chapter 101 - Limited Liability Companies
Subchapter M. Series Limited Liability Company
Section 101.601. Series of Members, Managers, Membership Interests, or Assets
Section 101.603. Assets of Protected Series or Registered Series
Section 101.604. Notice of Limitation on Liabilities of Protected Series or Registered Series
Section 101.605. General Powers of Protected Series or Registered Series
Section 101.606. Liability of Member or Manager for Obligations; Duties
Section 101.607. Class or Group of Members or Managers
Section 101.608. Governing Authority
Section 101.609. Applicability of Other Provisions of Chapter or Title 1; Synonymous Terms
Section 101.610. Effect of Certain Event on Manager or Member
Section 101.611. Member Status With Respect to Distribution
Section 101.612. Record Date for Allocations and Distributions
Section 101.613. Distributions
Section 101.614. Authority to Wind Up and Terminate Protected Series or Registered Series
Section 101.615. Termination of Protected Series or Registered Series
Section 101.616. Event Requiring Winding Up
Section 101.617. Procedures for Winding Up and Termination of Protected Series or Registered Series
Section 101.618. Revocation of Voluntary Winding Up
Section 101.619. Cancellation of Event Requiring Winding Up
Section 101.620. Continuation of Business
Section 101.621. Winding Up by Court Order
Section 101.623. Filing of Certificate of Registered Series
Section 101.625. Certificate of Termination for Registered Series
Section 101.626. Name of Registered Series
Section 101.627. Conversion of a Registered Series to a Protected Series
Section 101.628. Authorization of Conversion
Section 101.629. Conversion Not Winding Up Event
Section 101.630. Effect of Conversion
Section 101.631. Filing of Certificate of Conversion
Section 101.632. Prohibition on Conversion Permitted
Section 101.633. Merger Among Merging Series of Same Limited Liability Company
Section 101.634. Certificate of Merger