Terms Used In Oregon Statutes > Chapter 67 > Foreign Limited Liability Partnerships > Withdrawal

• 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.
• Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
• Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
• approval by the members: means approved or ratified by members entitled to vote on an issue through either:

  (a) The affirmative vote of a majority of the votes of the members represented and voting at a duly held meeting at which a quorum is present or the affirmative vote of a greater proportion including the votes of any required proportion of the members of any class as the articles of incorporation, bylaws or this chapter may provide for specified types of member action; or

  (b) A written ballot or written consent in conformity with this chapter. See Oregon Statutes 65.001

• Articles of incorporation: means the articles of incorporation described in ORS § 65. See Oregon Statutes 65.001
• Articles of merger: means the articles of merger described in ORS § 65. See Oregon Statutes 65.001
• Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
• Board of directors: means the individual or individuals who are vested with overall management of the affairs of a domestic corporation or foreign corporation, irrespective of the name that designates the individual or individuals. See Oregon Statutes 65.001
• Business: includes every trade, occupation, profession and commercial activity. See Oregon Statutes 67.005
• Bylaws: means a set of provisions for managing and regulating a corporation's affairs that the corporation must adopt under ORS § 65. See Oregon Statutes 65.001
• Class: means a group of memberships that have the same rights, including rights that are determined by a formula that is applied uniformly, with respect to voting, dissolution, redemption and transfer. See Oregon Statutes 65.001
• Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
• Contract: A legal written agreement that becomes binding when signed.
• Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
• Corporation: means a domestic corporation or a foreign corporation. See Oregon Statutes 65.001
• Deliver: means to transfer by any method of delivery used in conventional commercial practice, including delivery by hand, mail, commercial delivery and electronic transmission. See Oregon Statutes 65.001
• Director: means an individual who acts as a member of the board of directors, who has a right to vote on questions concerning the management and regulation of a corporation's affairs and who is:

  (a) An appointed director;

  (b) A designated director; or

  (c) A director elected by the incorporators, directors or members. See Oregon Statutes 65.001

• Domestic business corporation: means a for profit corporation that is incorporated under ORS Chapter 60. See Oregon Statutes 65.001
• Employee: means an individual that a corporation employs, including an officer or director whom the corporation employs with compensation for services beyond the services of board membership. See Oregon Statutes 65.001
• Entity: means a domestic corporation, foreign corporation, business corporation and foreign business corporation, profit and nonprofit unincorporated association, corporation sole, business trust, partnership, two or more persons that have a joint or common economic interest, any state, the United States, a federally recognized Native American or American Indian tribal government and any foreign government. See Oregon Statutes 65.001
• Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
• Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
• Foreign business corporation: means a for profit corporation that is incorporated under laws other than the laws of the state. See Oregon Statutes 65.001
• Foreign corporation: means a corporation that is organized under laws other than the laws of the state and that would be a nonprofit corporation if organized under the laws of the state. See Oregon Statutes 65.001
• Foreign limited liability partnership: means a partnership that:

  (a) Is formed under laws other than the law of this state; and

  (b) Has the status of a limited liability partnership under those laws. See Oregon Statutes 67.005

• Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
• 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.
• 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.
• Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). ^{Source: OCC}
• Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
• Lien: A claim against real or personal property in satisfaction of a debt.
• Limited liability partnership: means a partnership that has registered under ORS § 67. See Oregon Statutes 67.005
• local government: means all cities, counties and local service districts located in this state, and all administrative subdivisions of those cities, counties and local service districts. See Oregon Statutes 174.116
• Member: means a person that is entitled, under a domestic corporation's or foreign corporation's articles of incorporation or bylaws, to exercise any of the rights described in ORS § 65. See Oregon Statutes 65.001
• Membership: means the rights and obligations a member has under this chapter. See Oregon Statutes 65.001
• Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
• Mutual benefit corporation: means a domestic corporation that is organized to serve and operates primarily to serve the mutual interests of a group of persons, but is not a public benefit corporation or religious corporation. See Oregon Statutes 65.001
• Nonprofit corporation: means a mutual benefit corporation, a public benefit corporation or a religious corporation. See Oregon Statutes 65.001
• Notice: means a notice described in ORS § 65. See Oregon Statutes 65.001
• 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.
• Oversight: Committee review of the activities of a Federal agency or program.
• 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: means an association of two or more persons to carry on as co-owners a business for profit created under ORS § 67. See Oregon Statutes 67.005
• Person: includes individuals, corporations, associations, firms, partnerships, limited liability companies and joint stock companies. See Oregon Statutes 174.100
• Person: means an individual or an entity. See Oregon Statutes 65.001
• Principal office: means the physical street address of the place, in or out of this state, where the principal executive offices of a domestic corporation or foreign corporation are located and that is designated as the principal office in the most recent annual report filed in accordance with ORS § 65. See Oregon Statutes 65.001
• Proceeding: means a civil, criminal, administrative or investigatory action. See Oregon Statutes 65.001
• Public benefit corporation: means a domestic corporation that:

  (a) Is formed as a public benefit corporation under ORS § 65. See Oregon Statutes 65.001

• Recourse: An arrangement in which a bank retains, in form or in substance, any credit risk directly or indirectly associated with an asset it has sold (in accordance with generally accepted accounting principles) that exceeds a pro rata share of the bank's claim on the asset. If a bank has no claim on an asset it has sold, then the retention of any credit risk is recourse. ^{Source: FDIC}
• Religious corporation: means a domestic corporation that is formed as a religious corporation under ORS § 65. See Oregon Statutes 65.001
• Service of process: The service of writs or summonses to the appropriate party.
• Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
• State: means a state of the United States, the District of Columbia, the Commonwealth of Puerto Rico or any territory or insular possession subject to the jurisdiction of the United States. See Oregon Statutes 67.005
• Statute: A law passed by a legislature.
• Subpoena: A command to a witness to appear and give testimony.
• United States: includes territories, outlying possessions and the District of Columbia. See Oregon Statutes 174.100
• Vote: means an authorization by written ballot or written consent, where permitted, or by another method that a corporation specifies as an authorization. See Oregon Statutes 65.001
• Voting power: means the total number of votes entitled to be cast on an issue at the time the determination of voting power is made, excluding a vote that is contingent upon a condition or event occurring that has not occurred at the time. See Oregon Statutes 65.001
• Written: means embodied as a document. See Oregon Statutes 65.001