There is a newer version of the Revised Code of Washington
2012 Revised Code of Washington
Title 25 - PARTNERSHIPS
25.15 Limited liability companies.
ARTICLE I. GENERAL PROVISIONS- 25.15.005 Definitions.
- 25.15.007 Standards for electronic filing -- Rules.
- 25.15.010 Name set forth in certificate of formation.
- 25.15.015 Reserved name -- Registered name.
- 25.15.020 Registered office -- Registered agent.
- 25.15.025 Service of process on domestic limited liability companies.
- 25.15.030 Nature of business permitted -- Powers.
- 25.15.035 Business transactions of member or manager with the limited liability company.
- 25.15.040 Limitation of liability and indemnification.
- 25.15.045 Professional limited liability companies.
- 25.15.050 Member agreements.
- 25.15.055 Membership residency.
- 25.15.060 Piercing the veil.
FORMATION, AMENDMENT, FILING AND EXECUTION
- 25.15.070 Certificate of formation.
- 25.15.075 Amendment to certificate of formation.
- 25.15.085 Execution.
- 25.15.090 Execution, amendment, or cancellation by judicial order.
- 25.15.095 Filing.
- 25.15.100 Restated certificate.
- 25.15.105 Initial and annual reports.
- 25.15.115 Admission of members.
- 25.15.120 Voting and classes of membership.
- 25.15.125 Liability of members and managers to third parties.
- 25.15.130 Events of dissociation.
- 25.15.135 Records and information.
- 25.15.140 Remedies for breach of limited liability company agreement by member.
- 25.15.150 Management.
- 25.15.155 Liability of managers and members.
- 25.15.160 Manager -- Members' rights and duties.
- 25.15.165 Voting and classes of managers.
- 25.15.170 Remedies for breach of limited liability company agreement by manager.
- 25.15.175 Reliance on reports and information by member or manager.
- 25.15.180 Resignation of manager.
- 25.15.185 Loss of sole remaining manager.
- 25.15.190 Form of contribution.
- 25.15.195 Liability for contribution.
- 25.15.200 Allocation of profits and losses.
- 25.15.205 Allocation of distributions.
- 25.15.215 Interim distributions.
- 25.15.220 Distribution on event of dissociation.
- 25.15.225 Distribution in-kind.
- 25.15.230 Right to distribution.
- 25.15.235 Limitations on distribution.
LIMITED LIABILITY COMPANY INTERESTS
- 25.15.245 Nature of limited liability company interest -- Certificate of interest.
- 25.15.250 Assignment of limited liability company interest.
- 25.15.255 Rights of judgment creditor.
- 25.15.260 Right of assignee to become member.
- 25.15.270 Dissolution.
- 25.15.273 After dissolution under RCW 25.15.270.
- 25.15.275 Judicial dissolution.
- 25.15.280 Administrative dissolution -- Commencement of proceeding.
- 25.15.285 Administrative dissolution -- Notice -- Opportunity to correct deficiencies.
- 25.15.290 Administrative dissolution -- Reinstatement -- Application -- When effective.
- 25.15.293 Dissolution under RCW 25.15.270 -- Revocation -- Approval required -- When effective.
- 25.15.295 Winding up.
- 25.15.298 Disposing of known claims -- Definition.
- 25.15.300 Distribution of assets.
- 25.15.303 Remedies available after dissolution.
- 25.15.310 Law governing.
- 25.15.315 Registration required -- Application.
- 25.15.320 Issuance of registration.
- 25.15.325 Name -- Registered office -- Registered agent.
- 25.15.330 Amendments to application.
- 25.15.335 Cancellation of registration.
- 25.15.340 Doing business without registration.
- 25.15.345 Foreign limited liability companies doing business without having qualified -- Injunctions.
- 25.15.350 Transactions not constituting transacting business.
- 25.15.355 Service of process on registered foreign limited liability companies.
- 25.15.360 Service of process on unregistered foreign limited liability companies.
- 25.15.365 Revocation of registration -- Requirements for commencement.
- 25.15.366 Revocation of registration -- Procedure -- Notice -- Correction of grounds -- Certificate of revocation -- Authority of agent.
- 25.15.370 Right to bring action.
- 25.15.375 Proper plaintiff.
- 25.15.380 Complaint.
- 25.15.385 Expenses.
- 25.15.395 Merger -- Plan -- Effective date.
- 25.15.400 Merger -- Plan -- Approval.
- 25.15.405 Articles of merger -- Filing.
- 25.15.410 Effect of merger.
- 25.15.415 Merger -- Foreign and domestic.
- 25.15.425 Definitions.
- 25.15.430 Member -- Dissent -- Payment of fair value.
- 25.15.435 Dissenters' rights -- Notice -- Timing.
- 25.15.440 Member -- Dissent -- Voting restriction.
- 25.15.445 Members -- Dissenters' notice -- Requirements.
- 25.15.450 Member -- Payment demand -- Entitlement.
- 25.15.455 Member's interests -- Transfer restriction.
- 25.15.460 Payment of fair value -- Requirements for compliance.
- 25.15.465 Merger -- Not effective within sixty days -- Transfer restrictions.
- 25.15.470 Dissenter's estimate of fair value -- Notice.
- 25.15.475 Unsettled demand for payment -- Proceeding -- Parties -- Appraisers.
- 25.15.480 Unsettled demand for payment -- Costs -- Fees and expenses of counsel.
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