2018 Arkansas Code
Title 4 - Business and Commercial Law
Subtitle 3 - Corporations and Associations
Chapter 32 - Small Business Entity Tax Pass Through Act
Subchapter 1 - General Provisions
§ 4-32-102. Definitions

(1) "Articles of organization" means articles filed under § 4-32-201, and those articles as amended and restated;

(2) "Corporation" means a corporation formed under the laws of any state or foreign country, including professional corporations or associations;

(3) "Court" includes every court having jurisdiction in the case;

(4) "Event of dissociation" means an event that causes a person to cease to be a member as provided in § 4-32-802;

(5) "Foreign limited liability company" means an organization that is:

• (A) An unincorporated association;

• (B) Organized under laws of a state other than the laws of this state, or under the laws of any foreign country;

• (C) Organized under a statute pursuant to which an association may be formed that affords to each of its members limited liability with respect to the liabilities of the entity; and

• (D) Not required to be registered or organized under any statute of this state other than this chapter;

(6) "Limited liability company" or "domestic limited liability company" means an organization formed under this chapter;

(7) "Limited liability company interest" or "interest in the limited liability company" means the interest that can be assigned under § 4-32-704 and charged under § 4-32-705;

(8) "Limited partnership" means a limited partnership formed under the laws of any state or foreign country;

(9) "Manager" or "managers" means, with respect to a limited liability company that has set forth in its articles of organization that it is to be managed by managers, the person or persons designated in accordance with § 4-32-401;

(10) "Member" or "members" means a person or persons who have been admitted to membership in a limited liability company as provided in § 4-32-801 and who have not ceased to be members as provided in § 4-32-802;

(11) "Operating agreement" means the written agreement which shall be entered into among all of the members as to the conduct of the business and affairs of a limited liability company;

(12) "Person" means an individual, a general partnership, a limited partnership, a domestic or foreign limited liability company, a trust, an estate, an association, a corporation, a custodian, a nominee and other individual entity in its own or representative capacity, or any other legal entity;

(13) "Professional service" means any type of professional service which may be legally performed only pursuant to a license or other legally mandated personal authorization. For example: the personal service rendered by certified public accountants, architects, engineers, dentists, doctors, and attorneys at law; and

(14) "State" means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico.