48-2c-402 - Formation of company.
48-2c-402. Formation of company.
(1) A company may be formed by delivering to the division for filing articles oforganization for the company meeting the requirements of Sections 48-2c-207 and 48-2c-403.
(2) (a) A company shall have at least one member:
(i) at the time of formation; and
(ii) at all times after its formation.
(b) Any person may be a member of a company.
(c) Failure to maintain at least one member shall be an event of dissolution subject toSection 48-2c-1201.
(3) The company shall be considered formed as of the time, day, month, and yearindicated by the division's stamp or seal on the articles of organization.
(4) Except as against this state in a proceeding for administrative dissolution or in aproceeding for judicial dissolution of the company, the filed articles shall be conclusive evidencethat all conditions precedent required to be performed by the members and managers have beencomplied with and that the company has been legally formed under this chapter.
Enacted by Chapter 260, 2001 General Session