- Article 1 General Provisions.
- Section 10-12-1 Short title.
- Section 10-12-2 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Definitions.
- Section 10-12-3 Purpose.
- Section 10-12-4 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Powers.
- Section 10-12-5 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Limited liability company name.
- Section 10-12-6 Nature of interest of member in limited liability company.
- Section 10-12-7 Unauthorized assumption of powers.
- Section 10-12-8 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Application of partnership provisions to limited liability companies; classification for federal income tax purposes.
- Article 2 Formation of Limited Liability Companies.
- Section 10-12-9 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Formation.
- Section 10-12-10 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Articles of organization.
- Section 10-12-11 Amendment of articles of organization.
- Section 10-12-12 Filing.
- Section 10-12-13 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Execution.
- Section 10-12-14 Existence of limited liability company.
- Section 10-12-15 Registered office and registered agent to be maintained.
- Section 10-12-16 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Records to be kept; right of inspection.
- Section 10-12-17 Service of process.
- Section 10-12-18 Parties to actions.
- Article 3 Relationship of Members and Managers to Third Parties.
- Section 10-12-19 Business transactions of a member with the limited liability company.
- Section 10-12-20 Liability of members to third parties.
- Section 10-12-21 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Agency power of members and managers; duties.
- Article 4 Relationship Among Members.
- Section 10-12-22 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Management of the limited liability company; creation of classes; voting; rights; meetings.
- Section 10-12-23 Limited liability company property.
- Section 10-12-24 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Operating agreements.
- Section 10-12-25 Derivative actions.
- Article 5 Contributions and Distributions.
- Section 10-12-26 Contributions.
- Section 10-12-27 Liability for contributions.
- Section 10-12-28 Sharing of profits and losses.
- Section 10-12-29 (Applicable to limited liability companies organized after January 1, 1998, Limited Liability Companies Not Electing To Come Under the Pre-1997 Changes, and to all limited liability companies after December 31, 2000.) Interim distributions of property; impairment of capital.
- Section 10-12-30 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Purchase of dissociated member's interest.
- Article 6 Transfer of Membership Interests.
- Section 10-12-31 Admission of additional members.
- Section 10-12-32 Transferability of member's interest.
- Section 10-12-33 Right of assignee to become member.
- Section 10-12-34 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Power of estate of deceased or incompetent member.
- Section 10-12-35 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Member's financial rights subject to charging order.
- Section 10-12-36 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Cessation of membership.
- Article 7 Dissolution.
- Article 8 Professional Services.
- Section 10-12-45 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Special rules for limited liability companies performing professional services.
- Article 9 Foreign Limited Liability Companies.
- Article 10 Merger and Consolidation.
- Section 10-12-54 Merger and consolidation.
- Section 10-12-55 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability companies after December 31, 2000.) Requirements for articles of merger; effective date.
- Section 10-12-56 Vesting of certain rights, privileges, powers, property, liabilities and duties.
- Section 10-12-57 Recording of articles of merger; effect when Secretary of State files articles; copy of certified articles conclusive evidence of matters.
- Section 10-12-58 Applicability of Article 5 of Chapter 2A of Title 10.
- Article 11 Fees.
- Section 10-12-59 Fees, charges, and penalties to be collected by judge of probate and Secretary of State.
- Section 10-12-60 Fees for filing documents and issuing certificates; Secretary of State Limited Liability Companies Fund created; deposits and expenditures; deposits to State General Fund.
- Section 10-12-61 Miscellaneous charges.