(a) Except as otherwise provided in subsection (b) of this section and section 21-507, the following rules apply in applying section 21-506, subsections (c) and (f) of section 21-518, subdivision (4)(A) of section 21-524, subsection (a) of section 21-525, and subdivision (2) of section 21-526 :

Terms Used In Nebraska Statutes 21-508

  • Company: shall include any corporation, partnership, limited liability company, joint-stock company, joint venture, or association. See Nebraska Statutes 49-801
  • Person: shall include bodies politic and corporate, societies, communities, the public generally, individuals, partnerships, limited liability companies, joint-stock companies, and associations. See Nebraska Statutes 49-801
  • State: when applied to different states of the United States shall be construed to extend to and include the District of Columbia and the several territories organized by Congress. See Nebraska Statutes 49-801

(1) A protected series of a series limited liability company is deemed to be a limited liability company that is formed separately from the series limited liability company and is distinct from the series limited liability company and any other protected series of the series limited liability company.

(2) An associated member of the protected series is deemed to be a member of the company deemed to exist under subdivision (a)(1) of this section.

(3) A protected-series transferee of the protected series is deemed to be a transferee of the company deemed to exist under subdivision (a)(1) of this section.

(4) A protected-series transferable interest of the protected series is deemed to be a transferable interest of the company deemed to exist under subdivision (a)(1) of this section.

(5) A protected-series manager is deemed to be a manager of the company deemed to exist under subdivision (a)(1) of this section.

(6) An asset of the protected series is deemed to be an asset of the company deemed to exist under subdivision (a)(1) of this section, whether or not the asset is an associated asset of the protected series.

(7) Any creditor or other obligee of the protected series is deemed to be a creditor or obligee of the company deemed to exist under subdivision (a)(1) of this section.

(b) Subsection (a) of this section does not apply if its application would:

(1) contravene section 21-110 ; or

(2) authorize or require the Secretary of State to:

(A) accept for filing a type of record that neither the Nebraska Uniform Protected Series Act nor the Nebraska Uniform Limited Liability Company Act authorizes or requires a person to deliver to the Secretary of State for filing; or

(B) make or deliver a record that neither the Nebraska Uniform Protected Series Act nor the Nebraska Uniform Limited Liability Company Act authorizes or requires the Secretary of State to make or deliver.