Sections
Article 1 General Provisions 29-3101 – 29-3123
Article 2 Formation; Articles of Organization and Other Filings 29-3201 – 29-3213
Article 3 Relations of Members and Managers to Persons Dealing with Limited Liability Company 29-3301 – 29-3304
Article 4 Relations of Members to Each Other and to Limited Liability Company 29-3401 – 29-3410
Article 5 Transferable Interests and Rights of Transferees and Creditors 29-3501 – 29-3504
Article 6 Dissociation 29-3601 – 29-3603
Article 7 Dissolution and Winding Up 29-3701 – 29-3710
Article 8 Actions by Members 29-3801 – 29-3807
Article 9 Foreign Limited Liability Companies 29-3901 – 29-3912
Article 10 Merger, Interest Exchange, Conversion, Domestication and Division 29-4001 – 29-4005
Article 11 Professional Limited Liability Companies 29-4101 – 29-4108
Article 12 Miscellaneous Provisions 29-4201 – 29-4202

Terms Used In Arizona Laws > Title 29 > Chapter 7

  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Appraisal: A determination of property value.
  • Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
  • Articles of organization: means the articles required by section 29-3201. See Arizona Laws 29-3102
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • Commission: means the corporation commission. See Arizona Laws 29-3102
  • Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.
  • Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
  • Contribution: means property or a benefit described in section 29-3402 that is provided by a person to a limited liability company to become a member or in the person's capacity as a member. See Arizona Laws 29-3102
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Debtor in bankruptcy: means a person that is the subject of either of the following:

    (a) An order for relief under title 11 of the United States Code or a comparable order under a successor statute of general application. See Arizona Laws 29-3102

  • Decedent: A deceased person.
  • Designating foreign company: means , with respect to any foreign series, the foreign limited liability company that designated or otherwise established the foreign series in accordance with the law of its jurisdiction of formation. See Arizona Laws 29-3102
  • Fiduciary: A trustee, executor, or administrator.
  • Foreign limited liability company: means an unincorporated entity that is formed under the law of a jurisdiction other than this state and that would be a limited liability company if the unincorporated entity were formed under the law of this state and includes a foreign series for the purposes of this article. See Arizona Laws 29-3102
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
  • Injunction: An order of the court prohibiting (or compelling) the performance of a specific act to prevent irreparable damage or injury.
  • Inter vivos: Transfer of property from one living person to another living person.
  • Interrogatories: Written questions asked by one party of an opposing party, who must answer them in writing under oath; a discovery device in a lawsuit.
  • Joint tenancy: A form of property ownership in which two or more parties hold an undivided interest in the same property that was conveyed under the same instrument at the same time. A joint tenant can sell his (her) interest but not dispose of it by will. Upon the death of a joint tenant, his (her) undivided interest is distributed among the surviving joint tenants.
  • Judgement: The official decision of a court finally determining the respective rights and claims of the parties to a suit.
  • Jurisdiction: when used to refer to a political entity, means the United States, a state, a foreign country or a political subdivision of a foreign country. See Arizona Laws 29-3102
  • Jurisdiction of formation: means the jurisdiction whose law governs the internal affairs of an entity. See Arizona Laws 29-3102
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Licensed person: means a person who is duly licensed by at least one licensing authority to provide at least one of the categories of professional services rendered by the professional limited liability company. See Arizona Laws 29-4101
  • Licensing authority: means the officer, board, agency, court or other authority empowered by law to license or otherwise authorize the rendition of a professional service. See Arizona Laws 29-4101
  • Lien: A claim against real or personal property in satisfaction of a debt.
  • Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
  • Majority in interest of the members: means , at any particular time, one or more members that hold in the aggregate a majority of the interests in the limited liability company's profits held at that time by all members, disregarding any profit interests held by persons that are not members. See Arizona Laws 29-3102
  • Manager: means a person that under the operating agreement of a manager-managed limited liability company is responsible, alone or in concert with others, for performing the management functions stated in section 29-3407, subsection C. See Arizona Laws 29-3102
  • Manager-managed limited liability company: means a limited liability company that qualifies under section 29-3407, subsection A. See Arizona Laws 29-3102
  • Member: means a person that both:

    (a) Has become a member of a limited liability company under section 29-3401 or was a member in a company when the company became subject to this chapter under section 29-3110. See Arizona Laws 29-3102

  • Member-managed limited liability company: means a limited liability company that is not a manager-managed limited liability company. See Arizona Laws 29-3102
  • Oath: includes an affirmation or declaration. See Arizona Laws 1-215
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Operating agreement: means the agreement, whether or not referred to as an operating agreement and whether oral, implied, in a record or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 29-3105, subsection A. See Arizona Laws 29-3102
  • Organizer: means a person that acts under section 29-3201 to form a limited liability company. See Arizona Laws 29-3102
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
  • Person: means an individual, business corporation, nonprofit corporation, partnership, limited partnership, limited liability company, general cooperative association, limited cooperative association, unincorporated nonprofit association, statutory trust, business trust, common-law business trust, estate, trust, association, joint venture, public corporation or government or governmental subdivision, agency or instrumentality or any other legal or commercial entity. See Arizona Laws 29-3102
  • Personal property: includes money, goods, chattels, things in action and evidences of debt. See Arizona Laws 1-215
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Plan: means a plan of merger, interest exchange, conversion, domestication or division, as applicable. See Arizona Laws 29-4001
  • Population: means the population according to the most recent United States decennial census. See Arizona Laws 1-215
  • Precedent: A court decision in an earlier case with facts and law similar to a dispute currently before a court. Precedent will ordinarily govern the decision of a later similar case, unless a party can show that it was wrongly decided or that it differed in some significant way.
  • Principal address: means the mailing address of a limited liability company or foreign limited liability company, whether or not located in this state. See Arizona Laws 29-3102
  • Process: means a citation, writ or summons issued in the course of judicial proceedings. See Arizona Laws 1-215
  • Professional limited liability company: means a limited liability company organized under this chapter for purposes that include rendering one or more categories of professional services. See Arizona Laws 29-4101
  • Professional service: means a service that may be lawfully rendered only by a licensed person or person otherwise authorized by a licensing authority to render the service. See Arizona Laws 29-4101
  • Property: means all property, whether real, personal or mixed or tangible or intangible, or any right or interest therein. See Arizona Laws 29-3102
  • Prosecute: To charge someone with a crime. A prosecutor tries a criminal case on behalf of the government.
  • Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and that is retrievable in a perceivable form. See Arizona Laws 29-3102
  • Registered foreign series: means a foreign series that is registered to do business in this state pursuant to a statement of registration filed by the commission. See Arizona Laws 29-3102
  • Rescission: The cancellation of budget authority previously provided by Congress. The Impoundment Control Act of 1974 specifies that the President may propose to Congress that funds be rescinded. If both Houses have not approved a rescission proposal (by passing legislation) within 45 days of continuous session, any funds being withheld must be made available for obligation.
  • Right of survivorship: The ownership rights that result in the acquisition of title to property by reason of having survived other co-owners.
  • Service of process: The service of writs or summonses to the appropriate party.
  • Sign: means , with present intent to authenticate or adopt a record, to either:

    (a) Execute or adopt a tangible symbol. See Arizona Laws 29-3102

  • State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands or any territory or insular possession subject to the jurisdiction of the United States. See Arizona Laws 29-3102
  • Statute: A law passed by a legislature.
  • Statute of limitations: A law that sets the time within which parties must take action to enforce their rights.
  • Statutory agent: means the agent of a limited liability company or foreign limited liability company that is authorized to receive service of any process, notice or demand required or permitted by law to be served on the company. See Arizona Laws 29-3102
  • Temporary restraining order: Prohibits a person from an action that is likely to cause irreparable harm. This differs from an injunction in that it may be granted immediately, without notice to the opposing party, and without a hearing. It is intended to last only until a hearing can be held.
  • Tenancy in common: A type of property ownership in which two or more individuals have an undivided interest in property. At the death of one tenant in common, his (her) fractional percentage of ownership in the property passes to the decedent
  • Transaction: means a merger, an interest exchange, a conversion, a domestication or a division, as applicable. See Arizona Laws 29-4001
  • Transfer: includes :

    (a) An assignment. See Arizona Laws 29-3102

  • Transferable interest: means the right, as initially owned by a person in the person's capacity as a member, to receive distributions from a limited liability company, whether or not the person remains a member or continues to own any part of the right, and applies to any fraction of the interest, by whomever owned. See Arizona Laws 29-3102
  • Trial: A hearing that takes place when the defendant pleads "not guilty" and witnesses are required to come to court to give evidence.
  • Trustee: A person or institution holding and administering property in trust.
  • United States: includes the District of Columbia and the territories. See Arizona Laws 1-215
  • Wilfully: means , with respect to conduct or to a circumstance described by a statute defining an offense, that a person is aware or believes that the person's conduct is of that nature or that the circumstance exists. See Arizona Laws 1-215