Nebraska Statutes 21-537. Authorization of foreign protected series
(a) Except as otherwise provided in this section and subject to sections 21-521 and 21-523, the law of this state governing the authorization of a foreign limited liability company to do business in this state, including the consequences of not complying with that law, applies to a foreign protected series of a foreign series limited liability company as if the foreign protected series were a foreign limited liability company formed separately from the foreign series limited liability company and distinct from the foreign series limited liability company and any other foreign protected series of the foreign series limited liability company.
Terms Used In Nebraska Statutes 21-537
- 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.
- Company: shall include any corporation, partnership, limited liability company, joint-stock company, joint venture, or association. See Nebraska Statutes 49-801
- Foreign: when applied to corporations shall include all those created by authority other than that of this state. See Nebraska Statutes 49-801
- 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.
- Service of process: The service of writs or summonses to the appropriate party.
- 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
(b) An application by a foreign protected series of a foreign series limited liability company for a certificate of authority to do business in this state must include:
(1) the name and jurisdiction of formation of the foreign series limited liability company along with a certificate of existence or equivalent for the foreign protected series issued in its jurisdiction of formation, except that if the jurisdiction of formation of the foreign series limited liability company does not provide for issuance of a certificate of existence or equivalent for a foreign protected series, the application must include a certificate of existence or equivalent for the foreign series limited liability company and in that case the foreign protected series is deemed to be in existence as long as the foreign series limited liability company is in existence or good standing in its jurisdiction of formation; and
(2) if the company has other foreign protected series, the name and street and mailing address of an individual who knows the name and street and mailing address of:
(A) each other foreign protected series of the foreign series limited liability company; and
(B) the foreign protected-series manager of and agent for service of process for each other foreign protected series of the foreign series limited liability company.
(c) The name of a foreign protected series applying for a certificate of authority to do business in this state must comply with section 21-108 and subsection (b) of section 21-510 and may do so using subsection (d) of section 21-108, if the fictitious name complies with section 21-108 and subsection (b) of section 21-510.
(d) A foreign protected series that has been issued a certificate of authority to do business in this state pursuant to this section shall file an amendment to its application if there is any change in the information required by subsection (b) of this section.