31 §718. Doing business without authority; right to sue and be sued; liability of members; penalties (WHOLE SECTION TEXT EFFECTIVE UNTIL 7/1/11)
Title 31: PARTNERSHIPS AND ASSOCIATIONS
Chapter 13: LIMITED LIABILITY COMPANIES
Subchapter 10: FOREIGN LIMITED LIABILITY COMPANIES
§718. Doing business without authority; right to sue and be sued; liability of members; penalties
(CONTAINS TEXT WITH VARYING EFFECTIVE DATES)
(WHOLE SECTION TEXT EFFECTIVE UNTIL 7/1/11)
1. Prohibition against bringing an action, suit or proceeding. A foreign limited liability company doing business in this State may not maintain any action, suit or proceeding in this State until it is granted authority to do business in this State and pays to the State all fees and penalties for the years or parts of years during which it did business in this State without having been granted the authority to do business.
[ 1993, c. 718, Pt. A, §1 (NEW) .]
2. Validity of contracts; right to be sued; right to defend suit. The failure of a foreign limited liability company to obtain authority to do business in this State in accordance with this chapter does not impair:
A. The validity of any contract or act of the foreign limited liability company; [1993, c. 718, Pt. A, §1 (NEW).]
B. The right of any other party to the contract to maintain any action, suit or proceeding on the contract; or [1993, c. 718, Pt. A, §1 (NEW).]
C. The right of the foreign limited liability company to defend any action, suit or proceeding in a court of this State. [1993, c. 718, Pt. A, §1 (NEW).]
[ 1993, c. 718, Pt. A, §1 (NEW) .]
3. Liability of members. A member of a foreign limited liability company is not liable solely by reason of the limited liability company having done business in this State without being granted the authority to do business in this State.
[ 1993, c. 718, Pt. A, §1 (NEW) .]
4. Penalty. The Secretary of State may fine a foreign limited liability company doing business in this State without first having been granted the authority to do business in this State $750 for each year or part of a year during which the foreign limited liability company failed to obtain authority to do business in this State.
[ 1993, c. 718, Pt. A, §1 (NEW) .]
SECTION HISTORY
1993, c. 718, §A1 (NEW). 2009, c. 629, Pt. A, §1 (RP). 2009, c. 629, Pt. A, §3 (AFF).