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2003 SESSION

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SB 861 Limited liability companies; business entities.

Introduced by: Walter A. Stosch | all patrons    ...    notes | add to my profiles

SUMMARY AS PASSED: (all summaries)

Limited liability companies; business entities. Incorporates conforming provisions into the Limited Liability Company Act and analogous provisions of other business entity statutes to enable those entities to merge with business trusts. Other provisions (i) clarify the authority of limited liability companies to convert into stock corporations and vice versa, (ii) provide that when the operating agreement of a limited liability company contains an agreement among members that restricts their ability to pledge or transfer their ownership interests, they will be given effect as a matter of freedom of contract notwithstanding contrary provisions of the Uniform Commercial Code, and (iii) clarify who signs State Corporation Commission filings for limited liability companies that are formed without members.


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