2011 Washington Code
Title 25 Partnerships
25.15 Limited liability companies.
25.15.350 Transactions not constituting transacting business.

(1) The following activities, among others, do not constitute transacting business within the meaning of this article:

     (a) Maintaining or defending any action or suit or any administrative or arbitration proceeding, or effecting the settlement thereof or the settlement of claims or disputes;

     (b) Holding meetings of the members, or managers if any, or carrying on other activities concerning internal limited liability company affairs;

     (c) Maintaining bank accounts, share accounts in savings and loan associations, custodian or agency arrangements with a bank or trust company, or stock or bond brokerage accounts;

     (d) Maintaining offices or agencies for the transfer, exchange, and registration of the foreign limited liability company's own securities or interests or maintaining trustees or depositaries with respect to those securities or interests;

     (e) Selling through independent contractors;

     (f) Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, where the orders require acceptance outside this state before becoming binding contracts and where the contracts do not involve any local performance other than delivery and installation;

     (g) Making loans or creating or acquiring evidences of debt, mortgages, or liens on real or personal property, or recording same;

     (h) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts;

     (i) Owning, without more, real or personal property;

     (j) Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature;

     (k) Transacting business in interstate commerce;

     (l) Owning a controlling interest in a corporation or a foreign corporation that transacts business within this state;

     (m) Participating as a limited partner of a domestic or foreign limited partnership that transacts business within this state; or

     (n) Participating as a member or a manager of a domestic or foreign limited liability company that transacts business within this state.

     (2) The list of activities in subsection (1) of this section is not exhaustive.

[1994 c 211 § 909.]