CHAPTER 156C LIMITED LIABILITY COMPANY ACT
- Section 1 Short title
- Section 2 Definitions
- Section 3 Name of limited liability company
- Section 4 Reservation of exclusive right to name
- Section 5 Office and agent for service of process in commonwealth
- Section 5A Certificate of change of resident agent or street address of resident agent; change of address of LLC business office; resignation
- Section 6 Powers and privileges of limited liability company; information to be provided on certificate of organization or application for registration
- Section 7 Transaction of business between member or manager and limited liability company
- Section 8 Indemnification of member or manager
- Section 9 Records and documents
- Section 10 Furnishing of documents and information to members and managers
- Section 11 Reliance on records and documents
- Section 12 Certificate of organization
- Section 13 Amendment of certificate of organization
- Section 14 Cancellation of certificate of organization
- Section 15 Execution of certificate by authorized person
- Section 16 Failure or refusal to execute certificate
- Section 17 Filing of certificate with state secretary
- Section 18 Filing of certificate as notice
- Section 19 Restated certificates of organization
- Section 20 Admission as member of limited liability company
- Section 21 Rights, powers and duties of classes or groups of members
- Section 22 Debts, obligations and liabilities of limited liability company
- Section 23 Designation of manager
- Section 24 Management of limited liability company
- Section 25 Manager’s membership in company
- Section 26 Relative rights, duties and powers of classes or groups of managers
- Section 27 Contributions of members
- Section 28 Members’ obligations to limited liability company
- Section 29 Allocation of profits and losses
- Section 30 Distributions of cash or other assets
- Section 31 Entitlement to distributions
- Section 32 Distribution to resigning member
- Section 33 Form of distribution on demand; acceptance of distribution of assets
- Section 34 Entitlement to creditor remedies
- Section 35 Liability for distribution in excess of terms of operating agreement
- Section 36 Resignation of member
- Section 37 Resignation of manager
- Section 38 Personal property
- Section 39 Assignment of interest
- Section 40 Judgment against member payable with interest in limited liability company
- Section 41 Membership of assignee
- Section 42 Death or incompetence of member
- Section 43 Dissolution of limited liability company
- Section 44 Court-decreed dissolution
- Section 45 Winding up affairs of dissolved limited liability company
- Section 46 Distribution of assets of limited liability company following dissolution
- Section 47 Laws applicable to foreign limited liability company
- Section 48 Registration of foreign limited liability company
- Section 49 Duties of state secretary with respect to foreign limited liability companies
- Section 50 Name of foreign limited liability company
- Section 51 Resident agent for service of process on foreign limited liability company
- Section 52 Correction or amendment of application for registration of foreign limited liability company
- Section 53 Cancellation of registration of foreign limited liability company
- Section 54 Failure to register; penalty; service of process
- Section 55 Suits by or against limited liability company
- Section 56 Suits on behalf of limited liability company
- Section 57 Court orders on termination of derivative suit
- Section 58 Lack of authority to sue
- Section 59 Consolidation or merger
- Section 60 Approval of consolidation or merger; objection; termination or amendment
- Section 61 Certificate of consolidation or merger
- Section 62 Rights, privileges, powers, property and debts of consolidated or merged business entity
- Section 63 Duties and liabilities of members and managers
- Section 64 Reorganization of limited liability company
- Section 65 Liability insurance
- Section 66 Recordable instruments affecting real property binding on limited liability company
- Section 67 Certification of authority to act for limited liability company
- Section 68 Good standing
- Section 69 Conversion of business entity to limited liability company
- Section 70 Administrative dissolution; notice; wind up and liquidation of affairs
- Section 71 Application for reinstatement by limited liability company subject to administrative dissolution or revocation of authority to transact business
- Section 72 Revocation of foreign limited liability company’s authority to transact business in commonwealth; grounds; notice; effective date