2020 South Carolina Code of Laws
Title 33 - Corporations, Partnerships and Associations
Chapter 44 - Uniform Limited Liability Company Act Of 1996
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-101. Definitions.
- Section 33-44-102. Knowledge and notice.
- Section 33-44-103. Effect of operating agreement; nonwaivable provisions.
- Section 33-44-104. Supplemental principles of law.
- Section 33-44-105. Name.
- Section 33-44-106. Reserved name.
- Section 33-44-107. Registered name.
- Section 33-44-108. Designated office and agent for service of process.
- Section 33-44-109. Change of designated office or agent for service of process.
- Section 33-44-110. Resignation of agent for service of process.
- Section 33-44-111. Service of process.
- Section 33-44-112. Nature of business and powers.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-201. Limited liability company as legal entity.
- Section 33-44-202. Organization.
- Section 33-44-203. Articles of organization.
- Section 33-44-204. Amendment or restatement of articles of organization.
- Section 33-44-205. Signing of records.
- Section 33-44-206. Filing in Office of Secretary of State.
- Section 33-44-207. Correcting filed record.
- Section 33-44-208. Certificate of existence or authorization.
- Section 33-44-209. Liability for false statement in filed record.
- Section 33-44-210. Filing by judicial act.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-301. Agency of members and managers.
- Section 33-44-302. Limited liability company liable for member's or manager's actionable conduct.
- Section 33-44-303. Liability of members and managers.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-401. Form of contribution.
- Section 33-44-402. Member's liability for contributions.
- Section 33-44-403. Member's and manager's rights to payments and reimbursement.
- Section 33-44-404. Management of limited liability company.
- Section 33-44-405. Sharing of and right to distributions.
- Section 33-44-406. Limitations on distributions.
- Section 33-44-407. Liability for unlawful distributions.
- Section 33-44-408. Member's right to information.
- Section 33-44-409. General standards of member's and manager's conduct.
- Section 33-44-410. Actions by members.
- Section 33-44-411. Continuation of term company after expiration of specified term.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-501. Member's distributional interest.
- Section 33-44-502. Transfer of distributional interest.
- Section 33-44-503. Rights of transferee.
- Section 33-44-504. Rights of creditor.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-601. Events causing member's dissociation.
- Section 33-44-602. Member's power to dissociate; wrongful dissociation.
- Section 33-44-603. Effect of member's dissociation.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-701. Company purchase of distributional interest.
- Section 33-44-702. Court action to determine fair value of distributional interest.
- Section 33-44-703. Dissociated member's power to bind limited liability company.
- Section 33-44-704. Statement of dissociation.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-801. Events causing dissolution and winding up of company's business.
- Section 33-44-802. Limited liability company continues after dissolution.
- Section 33-44-803. Right to wind up limited liability company's business.
- Section 33-44-804. Member's or manager's power and liability as agent after dissolution.
- Section 33-44-805. Articles of termination.
- Section 33-44-806. Distribution of assets in winding up limited liability company's business.
- Section 33-44-807. Known claims against dissolved limited liability company.
- Section 33-44-808. Other claims against dissolved limited liability company.
- Section 33-44-809. Grounds for administrative dissolution.
- Section 33-44-810. Procedure for and effect of administrative dissolution.
- Section 33-44-811. Reinstatement following administrative dissolution.
- Section 33-44-812. Appeal from denial of reinstatement.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-901. Definitions.
- Section 33-44-902. Conversion of partnership or limited partnership to limited liability company.
- Section 33-44-903. Effect of conversion on entity; filing name change on title to real property.
- Section 33-44-904. Merger of entities.
- Section 33-44-905. Articles of merger.
- Section 33-44-906. Effect of merger.
- Section 33-44-907. Article not exclusive.
- Section 33-44-908. Conversion to corporation; approval and contents of agreement of conversion; filing of articles of incorporation.
- Section 33-44-909. When conversion takes effect; filing of notice of name change as to real property.
- Section 33-44-910. Conversion to limited partnership; terms and approval of agreement of conversion; filing of certificate of limited partnership.
- Section 33-44-911. When conversion takes effect; notice of name change as to real property.
- Section 33-44-912. Conversion to partnership; contents and approval of agreement of conversion; filing articles of conversion.
- Section 33-44-913. When conversion takes effect; notice of name change as to real property.
- Section 33-44-914. Conversion under other law.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-1001. Law governing foreign limited liability companies.
- Section 33-44-1002. Application for certificate of authority.
- Section 33-44-1003. Activities not constituting transacting business.
- Section 33-44-1004. Issuance of certificate of authority.
- Section 33-44-1005. Name of foreign limited liability company.
- Section 33-44-1006. Revocation of certificate of authority.
- Section 33-44-1007. Cancellation of authority.
- Section 33-44-1008. Effect of failure to obtain certificate of authority.
- Section 33-44-1009. Action by Attorney General.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-1101. Right of action.
- Section 33-44-1102. Proper plaintiff.
- Section 33-44-1103. Pleading.
- Section 33-44-1104. Expenses.
Editor's Note
1996 Act No. 343, Section 5, provides:
"The catch lines before each section of Chapter 44 of Title 33 as contained in Section 2 and the comments appearing after such sections are provided for informational purposes only and are not considered part of the code sections themselves."
- Section 33-44-1201. Uniformity of application and construction.
- Section 33-44-1202. Short title.
- Section 33-44-1203. Severability clause.
- Section 33-44-1204. Fees.
- Section 33-44-1205. Term partnership includes limited liability company.
- Section 33-44-1206. Transitional provisions.
- Section 33-44-1207. Savings clause.
- Section 33-44-1208. Qualification of foreign corporation.