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2019 Massachusetts General Laws
Part I - Administration of the Government
Title XXII - Corporations
Chapter 156c - Limited Liability Company Act
- Section 1 - Short Title
- Section 2 - Definitions
- Section 3 - Name of Limited Liability Company
- Section 4 - Reservation of Exclusive Right to Name
- Section 5 - Office and Agent for Service of Process in Commonwealth
- Section 5a - Certificate of Change of Resident Agent or Street Address of Resident Agent; Change of Address of Llc Business Office; Resignation
- Section 6 - Powers and Privileges of Limited Liability Company; Information to Be Provided on Certificate of Organization or Application for Registration
- Section 7 - Transaction of Business Between Member or Manager and Limited Liability Company
- Section 8 - Indemnification of Member or Manager
- Section 9 - Records and Documents
- Section 10 - Furnishing of Documents and Information to Members and Managers
- Section 11 - Reliance on Records and Documents
- Section 12 - Certificate of Organization
- Section 13 - Amendment of Certificate of Organization
- Section 14 - Cancellation of Certificate of Organization
- Section 15 - Execution of Certificate by Authorized Person
- Section 16 - Failure or Refusal to Execute Certificate
- Section 17 - Filing of Certificate With State Secretary
- Section 18 - Filing of Certificate as Notice
- Section 19 - Restated Certificates of Organization
- Section 20 - Admission as Member of Limited Liability Company
- Section 21 - Rights, Powers and Duties of Classes or Groups of Members
- Section 22 - Debts, Obligations and Liabilities of Limited Liability Company
- Section 23 - Designation of Manager
- Section 24 - Management of Limited Liability Company
- Section 25 - Manager's Membership in Company
- Section 26 - Relative Rights, Duties and Powers of Classes or Groups of Managers
- Section 27 - Contributions of Members
- Section 28 - Members' Obligations to Limited Liability Company
- Section 29 - Allocation of Profits and Losses
- Section 30 - Distributions of Cash or Other Assets
- Section 31 - Entitlement to Distributions
- Section 32 - Distribution to Resigning Member
- Section 33 - Form of Distribution on Demand; Acceptance of Distribution of Assets
- Section 34 - Entitlement to Creditor Remedies
- Section 35 - Liability for Distribution in Excess of Terms of Operating Agreement
- Section 36 - Resignation of Member
- Section 37 - Resignation of Manager
- Section 38 - Personal Property
- Section 39 - Assignment of Interest
- Section 40 - Judgment Against Member Payable With Interest in Limited Liability Company
- Section 41 - Membership of Assignee
- Section 42 - Death or Incompetence of Member
- Section 43 - Dissolution of Limited Liability Company
- Section 44 - Court-Decreed Dissolution
- Section 45 - Winding Up Affairs of Dissolved Limited Liability Company
- Section 46 - Distribution of Assets of Limited Liability Company Following Dissolution
- Section 47 - Laws Applicable to Foreign Limited Liability Company
- Section 48 - Registration of Foreign Limited Liability Company
- Section 49 - Duties of State Secretary With Respect to Foreign Limited Liability Companies
- Section 50 - Name of Foreign Limited Liability Company
- Section 51 - Resident Agent for Service of Process on Foreign Limited Liability Company
- Section 52 - Correction or Amendment of Application for Registration of Foreign Limited Liability Company
- Section 53 - Cancellation of Registration of Foreign Limited Liability Company
- Section 54 - Failure to Register; Penalty; Service of Process
- Section 55 - Suits by or Against Limited Liability Company
- Section 56 - Suits on Behalf of Limited Liability Company
- Section 57 - Court Orders on Termination of Derivative Suit
- Section 58 - Lack of Authority to Sue
- Section 59 - Consolidation or Merger
- Section 60 - Approval of Consolidation or Merger; Objection; Termination or Amendment
- Section 61 - Certificate of Consolidation or Merger
- Section 62 - Rights, Privileges, Powers, Property and Debts of Consolidated or Merged Business Entity
- Section 63 - Duties and Liabilities of Members and Managers
- Section 64 - Reorganization of Limited Liability Company
- Section 65 - Liability Insurance
- Section 66 - Recordable Instruments Affecting Real Property Binding on Limited Liability Company
- Section 67 - Certification of Authority to Act for Limited Liability Company
- Section 68 - Good Standing
- Section 69 - Conversion of Business Entity to Limited Liability Company
- Section 70 - Administrative Dissolution; Notice; Wind Up and Liquidation of Affairs
- Section 71 - Application for Reinstatement by Limited Liability Company Subject to Administrative Dissolution or Revocation of Authority to Transact Business
- Section 72 - Revocation of Foreign Limited Liability Company's Authority to Transact Business in Commonwealth; Grounds; Notice; Effective Date
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