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Florida Statutes > Chapter 608 - Limited Liability Companies

Florida Statutes > Title XXXVI > Chapter 608 - Limited Liability Companies


Current as of: 2011
§ 608.401Short title
§ 608.402Definitions
§ 608.403Purpose
§ 608.404Powers
§ 608.405Formation
§ 608.406Limited liability company name
§ 608.407Articles of organization
§ 608.408Execution of articles, certificate, or statement
§ 608.4081Filing requirements
§ 608.4082Filing duties of Department of State
§ 608.409Effect of filing and issuance of time and date endorsement on the articles of organization
§ 608.4101Records to be kept; right to information
§ 608.411Amendments to or restatements of articles of organization
§ 608.4115Correcting the articles of organization filed of record
§ 608.415Registered office and registered agent
§ 608.416Change of registered office or registered agent
§ 608.4211Contributions to capital and liability for contribution
§ 608.422Management of the limited liability company
§ 608.4225General standards for managers and managing members
§ 608.4226Conflicts of interest
§ 608.4227Liability of members, managing members, and managers
§ 608.4228Limitation of liability of managers and managing members
§ 608.4229Indemnification of members, managers, managing members, officers, employees, and agents
§ 608.423Limited liability company operating agreement; nonwaivable provisions
§ 608.4231Voting by members and managers
§ 608.4232Admission of additional members
§ 608.4235Agency of members and managers or managing members
§ 608.4236Delegation of rights and powers to manage
§ 608.4237Membership termination upon events of bankruptcy
§ 608.4238Unauthorized assumption of powers
§ 608.425Limited liability company property
§ 608.426Distributions; impairment of capital
§ 608.4261Sharing of profits and losses
§ 608.427Withdrawal of member and distribution upon withdrawal
§ 608.428Liability upon wrongful distribution
§ 608.431Nature of interest of member in limited liability company
§ 608.432Assignment of member’s interest
§ 608.433Right of assignee to become member
§ 608.434Power of estate of deceased or incompetent member; dissolved or terminated member
§ 608.4351Appraisal rights; definitions
§ 608.4352Right of members to appraisal
§ 608.4353Assertion of rights by nominees and beneficial owners
§ 608.4354Notice of appraisal rights
§ 608.4355Notice of intent to demand payment
§ 608.4356Appraisal notice and form
§ 608.4357Perfection of rights; right to withdraw
§ 608.43575Member’s acceptance of limited liability company’s offer
§ 608.4358Procedure if member is dissatisfied with offer
§ 608.43585Court action
§ 608.4359Court costs and counsel fees
§ 608.43595Limitation on limited liability company payment
§ 608.438Merger of limited liability company
§ 608.4381Action on plan of merger
§ 608.4382Certificate of merger
§ 608.4383Effect of merger
§ 608.439Conversion of certain entities to a limited liability company
§ 608.4401Conversion of a domestic limited liability company into another business entity
§ 608.4402Action on plan of conversion
§ 608.4403Certificate of conversion
§ 608.4404Effect of conversion
§ 608.441Dissolution
§ 608.4411Revocation of dissolution
§ 608.4421Claims against dissolved limited liability company
§ 608.4431Effect of dissolution
§ 608.444Distribution of assets upon dissolution
§ 608.445Articles of dissolution
§ 608.446Filing of articles of dissolution
§ 608.447Cancellation of articles of organization
§ 608.448Grounds for administrative dissolution
§ 608.4481Procedure for and effect of administrative dissolution
§ 608.4482Reinstatement following administrative dissolution
§ 608.4483Appeal from denial or reinstatement
§ 608.449Grounds for judicial dissolution
§ 608.4491Procedure for judicial dissolution
§ 608.4492Receivership or custodianship
§ 608.4493Decree of dissolution
§ 608.4511Annual report for Department of State
§ 608.452Fees of the Department of State
§ 608.455Waiver of notice
§ 608.461Jurisdiction of the circuit court
§ 608.462Parties to actions by or against limited liability company
§ 608.463Service of process
§ 608.471Tax exemption on income of certain limited liability companies
§ 608.501Foreign limited liability company; authority to transact business required
§ 608.502Consequences of transacting business without authority
§ 608.503Application for certificate of authority
§ 608.504Amended certificate of authority
§ 608.505Effect of certificate of authority
§ 608.506Name of foreign limited liability company
§ 608.507Registered office and registered agent of foreign limited liability company
§ 608.508Change of registered office and registered agent of foreign limited liability company
§ 608.509Resignation of registered agent or foreign limited liability company
§ 608.5101Service of process; notice or demand on a foreign limited liability company
§ 608.511Withdrawal of foreign limited liability company
§ 608.512Grounds for revocation of authority to transact business
§ 608.513Procedure for and effect of revocation
§ 608.5135Revocation; application for reinstatement
§ 608.514Appeal from revocation
§ 608.601Member’s derivative actions
§ 608.701Application of corporation case law to set aside limited liability
§ 608.702Certificates and certified copies to be received in evidence
§ 608.703Interrogatories by Department of State
§ 608.704Reservation of power to amend or repeal
§ 608.705Effect of repeal of prior acts

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