Chapter 3 - CHAPTER 3 FORMATION AND MANAGEMENT AND MEMBER AND PARTNER STATUS

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Chapter 3 FORMATION AND MANAGEMENT AND MEMBER AND PARTNER STATUS

SYNOPSIS

§ 3.1 GENERAL REQUIREMENTS FOR FORMING LIMITED LIABILITY COMPANIES, PARTNERSHIPS, LIMITED PARTNERSHIPS, OR LIMITED LIABILITY PARTNERSHIPS

§ 3.1.1—Statutory Filing Requirements — General

§ 3.1.2—Statutory Requirements for Forming a Limited Liability Company, Partnership, Limited Partnership, or Limited Liability Partnership

§ 3.1.3—What Are the Requirements that an Entity's Name Must Satisfy?

§ 3.1.4—What Are the Registered Agent Requirements for an Entity?

§ 3.1.5—Articles of Organization, Statements of Registration, and Certificates of Limited Partnership — Constructive Notice

§ 3.1.6—Minors as Members and Partners

§ 3.1.7—Statement of Correction

§ 3.2 FORMATION AND MANAGEMENT OF LIMITED LIABILITY COMPANIES

§ 3.2.1—Formation of LLCs

§ 3.2.2—Management of LLCs — Manager-Managed or Member-Managed?

§ 3.2.3—Who Is an Agent of the LLC?

§ 3.2.4—A Deeper Look at Agency Law

§ 3.2.5—Operating Agreements — Agreements Among the Members

§ 3.2.6—Important Areas that a Written Operating Agreement Should Address

§ 3.2.7—Voting

§ 3.2.8—Buy-Sell Arrangements

§ 3.2.9—Where Is the Buy-Sell Advantage?

§ 3.3 LLC MEMBER STATUS

§ 3.3.1—Admission of the Original Members to an LLC

§ 3.3.2—Admission of Minors as Members

§ 3.3.3—Assignment and Admission of New Members to an LLC

§ 3.3.4—Special Provision for Admission of Members if LLC Has No Members

§ 3.3.5—Member Contributions

§ 3.3.6—Entitlement to Distributions — LLCs

§ 3.3.7—Economic Issues

§ 3.3.8—LLCs: Resignation or...

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