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2006 Kentucky Revised Statutes - CHAPTER 275 LIMITED LIABILITY COMPANIES
- .001 Short title for chapter.
- .003 Construction of chapter.
- .005 Purpose of limited liability company.
- .010 Powers of limited liability companies.
- .015 Definitions for chapter.
- .020 Procedure for forming limited liability company.
- .025 Contents of articles of organization.
- .030 Amendment of articles of organization.
- .035 Restatement of articles of organization.
- .040 Statement of change of mailing address.
- .045 Requirements for documents to be entitled to filing by Secretary of State.
- .050 Prescribed forms.
- .055 Fees for filing documents with Secretary of State.
- .060 Effective date and time of document.
- .065 Articles of correction.
- .070 Duty of Secretary of State to file document -- Manner of filing -- Effect of filing or refusal to file.
- .075 Appeal of refusal of Secretary of State to file document.
- .080 Effect of certificate of Secretary of State attached to copy of filed document.
- .085 Certificate of existence -- Certificate of authorization.
- .090 Prohibition against knowingly signing false document -- Penalty.
- .095 Joint and several liability for knowingly purporting to act for nonexistent organization.
- .100 Name of limited liability company.
- .105 Reserved limited liability company name.
- .110 Registration of name of foreign limited liability company.
- .115 Registered office -- Registered agent.
- .120 Change of registered office or registered agent.
- .125 Resignation of registered agent.
- .130 Service of process.
- .135 Members or managers as agents.
- .140 Effect of statements by members or managers.
- .145 Effect of notice to members or managers.
- .150 Immunity from personal liability.
- .155 Proper parties to proceedings.
- .160 Operations outside Kentucky -- Kentucky law controlling in cases of conflict.
- .165 Management of company.
- .170 Liability of management for certain conduct -- Member's duties as member in managed limited liability company.
- .175 Number of votes required to do business.
- .180 Operating agreement provisions on personal liability and indemnification.
- .185 Required records -- Inspection right of member.
- .190 Annual report.
- .195 Consideration for issuance of interest.
- .200 Obligation to make contribution -- Compromise.
- .205 Allocation of profits and losses among members.
- .210 Distribution of cash or other assets.
- .215 Repealed, 1998.
- .220 Member not entitled to distribution other than in cash -- Restriction on in-kind distribution.
- .225 Circumstances preventing distribution -- Determination.
- .230 Liability for unlawful distribution -- Effect of unlawful distribution -- Limitation of action.
- .235 Member's rights and remedies when entitled to receive a distribution.
- .240 Title to property held by company.
- .245 Transfer of property held in name of company.
- .250 Status of company interest as personal property.
- .255 Assignment of interest.
- .260 Judicial assignment of member's company interest.
- .265 Assignee of an interest as a member of the company.
- .270 Repealed, 1998.
- .275.275 Admission to membership in company.
- .280 Cessation of membership.
- .285 Dissolution of company.
- .290 Judicial dissolution.
- .295 Administrative dissolution -- Reinstatement.
- .300 Winding up of affairs -- Effect of dissolution.
- .305 Binding acts of member or manager -- Notice of dissolution.
- .310 Distribution of assets.
- .315 Articles of dissolution.
- .320 Disposition of claims.
- .325 Publication of notice of dissolution -- Barred claims -- Enforceable claims.
- .330 Use of company's name in judicial actions.
- .335 Persons who may sue in company's name.
- .340 Effect of determination that member or manager lacks authority to sue on behalf of company.
- .345 Right of company to merge with other business entities.
- .350 Approval of proposed merger.
- .355 Plan of merger.
- .360 Articles of merger.
- .365 Effect of merger.
- .370 Conversion of partnership or limited partnership to limited liability company.
- .372 Conversion of limited liability company into limited partnership.
- .375 Effect of conversion.
- .380 Laws governing foreign limited liability company.
- .385 Transaction of business by foreign limited liability company.
- .390 Certificate of authority required of foreign limited liability company for access to courts -- Civil penalty for violation.
- .395 Application for certificate of authority for foreign limited liability company.
- .400 Amended certificate of authority for foreign limited liability company.
- .405 Effect of certificate of authority for foreign limited liability company.
- .410 Name used by foreign limited liability company.
- .415 Registered office and registered agent for foreign limited liability company.
- .420 Change of registered office or registered agent for foreign limited liability company.
- .425 Statement of resignation of registered agent of foreign limited liability company.
- .430 Service of process on foreign limited liability company.
- .435 Certificate of withdrawal for foreign limited liability company.
- .440 Grounds for revocation of certificate of authority of foreign limited liability company.
- .445 Notice of determination -- Revocation of certificate -- Effect of revocation.
- .450 Appeal of revocation.
- .455 Exercise of powers by Kentucky company in any state or country.
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