Terms Used In Montana Code > Title 35 > Chapter 8 > Part 12 - Merger

• 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.
• Articles of organization: means articles filed pursuant to 35-8-201 and those articles as amended or restated. See Montana Code 35-8-102
• Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
• Business: includes every trade, occupation, profession, or other lawful purpose, whether or not carried on for profit. See Montana Code 35-8-102
• domestic limited liability company: means an organization that is formed under this chapter. See Montana Code 35-8-102
• Foreign limited liability company: means an entity that is:

  (a)an unincorporated entity;

  (b)organized under a law other than the law of this state, including the laws of a federally recognized Indian tribe;

  (c)organized under a statute pursuant to which an entity may be formed that affords to each of its members limited liability with respect to the liabilities of the entity; and

  (d)not required to be registered or organized under any statute of this state other than this chapter. See Montana Code 35-8-102

• General partner: means a partner in a partnership and a general partner in a limited partnership. See Montana Code 35-8-1205
• Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
• Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
• Limited partner: means a limited partner in a limited partnership. See Montana Code 35-8-1205
• Limited partnership: means a limited partnership formed under the laws of this state or comparable law of another jurisdiction. See Montana Code 35-8-1205
• Member: means a person who has been admitted to membership in a limited liability company, as provided in 35-8-703, and who has not dissociated from the limited liability company. See Montana Code 35-8-102
• 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 an agreement, including amendments, as to the conduct of the business and affairs of a limited liability company and the relations among the members, managers, and the company that is binding upon all of the members. See Montana Code 35-8-102
• Partner: means a general partner or a limited partner. See Montana Code 35-8-1205
• Partnership: means a general partnership formed under the laws of this state or comparable law of another jurisdiction. See Montana Code 35-8-1205
• 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.
• Partnership agreement: means an agreement among the partners of a partnership or a limited partnership. See Montana Code 35-8-1205
• Person: means an individual, a general partnership, a limited partnership, a domestic or foreign limited liability company, a trust, an estate, an association, a corporation, or any other legal or commercial entity. See Montana Code 35-8-102
• Process: means a writ or summons issued in the course of judicial proceedings. See Montana Code 1-1-202
• Property: means real and personal property. See Montana Code 1-1-205
• Service of process: The service of writs or summonses to the appropriate party.
• State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See Montana Code 35-8-102
• Surviving limited liability company: means the constituent entity surviving the merger, as identified in the articles of merger provided for in 35-8-1201. See Montana Code 35-8-102