42:2B-57 - Registration of foreign liability company; liability; violations, penalties - New-jersey Statutes

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Statutes > New-jersey > Title-42 > Section-42-2b > 42-2b-57

42:2B-57.    Registration of foreign liability company; liability; violations, penalties
    57. a. A foreign limited liability company doing business in this State may not maintain any action, suit or proceeding in this State until it has registered in this State, and has paid to this State all fees and penalties for the years or parts thereof, during which it did business in this State without having registered.

   b.   The failure of a foreign limited liability company to register in this State does not impair:

   (1) The validity of any contract or act of the foreign limited liability company;

   (2) The right of any other party to the contract to maintain any action, suit or proceeding on the contract; or

   (3) Prevent the foreign limited liability company from defending any action, suit or proceeding in any court of this State.

   c.   A member or a manager of a foreign limited liability company is not liable for the obligations of the foreign limited liability company solely by reason of the limited liability company's having done business in this State without registration.

   d.   Any foreign limited liability company doing business in this State without first having registered shall be fined and shall pay to the Secretary of State $200 for each year or part thereof during which the foreign limited liability company failed to register in this State. The penalty shall be recovered with costs in an action prosecuted by the Attorney General. The Superior Court may proceed in the action in a summary manner or otherwise.

   L.1993,c.210,s.57.

State Codes and Statutes

Statutes > New-jersey > Title-42 > Section-42-2b > 42-2b-57

42:2B-57.    Registration of foreign liability company; liability; violations, penalties
    57. a. A foreign limited liability company doing business in this State may not maintain any action, suit or proceeding in this State until it has registered in this State, and has paid to this State all fees and penalties for the years or parts thereof, during which it did business in this State without having registered.

   b.   The failure of a foreign limited liability company to register in this State does not impair:

   (1) The validity of any contract or act of the foreign limited liability company;

   (2) The right of any other party to the contract to maintain any action, suit or proceeding on the contract; or

   (3) Prevent the foreign limited liability company from defending any action, suit or proceeding in any court of this State.

   c.   A member or a manager of a foreign limited liability company is not liable for the obligations of the foreign limited liability company solely by reason of the limited liability company's having done business in this State without registration.

   d.   Any foreign limited liability company doing business in this State without first having registered shall be fined and shall pay to the Secretary of State $200 for each year or part thereof during which the foreign limited liability company failed to register in this State. The penalty shall be recovered with costs in an action prosecuted by the Attorney General. The Superior Court may proceed in the action in a summary manner or otherwise.

   L.1993,c.210,s.57.

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State Codes and Statutes

Statutes > New-jersey > Title-42 > Section-42-2b > 42-2b-57

42:2B-57.    Registration of foreign liability company; liability; violations, penalties
    57. a. A foreign limited liability company doing business in this State may not maintain any action, suit or proceeding in this State until it has registered in this State, and has paid to this State all fees and penalties for the years or parts thereof, during which it did business in this State without having registered.

   b.   The failure of a foreign limited liability company to register in this State does not impair:

   (1) The validity of any contract or act of the foreign limited liability company;

   (2) The right of any other party to the contract to maintain any action, suit or proceeding on the contract; or

   (3) Prevent the foreign limited liability company from defending any action, suit or proceeding in any court of this State.

   c.   A member or a manager of a foreign limited liability company is not liable for the obligations of the foreign limited liability company solely by reason of the limited liability company's having done business in this State without registration.

   d.   Any foreign limited liability company doing business in this State without first having registered shall be fined and shall pay to the Secretary of State $200 for each year or part thereof during which the foreign limited liability company failed to register in this State. The penalty shall be recovered with costs in an action prosecuted by the Attorney General. The Superior Court may proceed in the action in a summary manner or otherwise.

   L.1993,c.210,s.57.