State Codes and Statutes
Statutes > Massachusetts > PARTI > TITLEXXII > CHAPTER156CSection 1 Short title
Section 2 Definitions
Section 3 Name of limited liability company
Section 4 Reservation of exclusive right to name
Section 5 Office and agent for service of process in commonwealth
Section 5A Certificate of change of resident agent or street address of resident agent; change of address of LLC business office; resignation
Section 6 Powers and privileges of limited liability company; information to be provided on certificate of organization or application for registration
Section 7 Transaction of business between member or manager and limited liability company
Section 8 Indemnification of member or manager
Section 9 Records and documents
Section 10 Furnishing of documents and information to members and managers
Section 11 Reliance on records and documents
Section 12 Certificate of organization
Section 13 Amendment of certificate of organization
Section 14 Cancellation of certificate of organization
Section 15 Execution of certificate by authorized person
Section 16 Failure or refusal to execute certificate
Section 17 Filing of certificate with state secretary
Section 18 Filing of certificate as notice
Section 19 Restated certificates of organization
Section 20 Admission as member of limited liability company
Section 21 Rights, powers and duties of classes or groups of members
Section 22 Debts, obligations and liabilities of limited liability company
Section 23 Designation of manager
Section 24 Management of limited liability company
Section 25 Manager’s membership in company
Section 26 Relative rights, duties and powers of classes or groups of managers
Section 27 Contributions of members
Section 28 Members’ obligations to limited liability company
Section 29 Allocation of profits and losses
Section 30 Distributions of cash or other assets
Section 31 Entitlement to distributions
Section 32 Distribution to resigning member
Section 33 Form of distribution on demand; acceptance of distribution of assets
Section 34 Entitlement to creditor remedies
Section 35 Liability for distribution in excess of terms of operating agreement
Section 36 Resignation of member
Section 37 Resignation of manager
Section 38 Personal property
Section 39 Assignment of interest
Section 40 Judgment against member payable with interest in limited liability company
Section 41 Membership of assignee
Section 42 Death or incompetence of member
Section 43 Dissolution of limited liability company
Section 44 Court-decreed dissolution
Section 45 Winding up affairs of dissolved limited liability company
Section 46 Distribution of assets of limited liability company following dissolution
Section 47 Laws applicable to foreign limited liability company
Section 48 Registration of foreign limited liability company
Section 49 Duties of state secretary with respect to foreign limited liability companies
Section 50 Name of foreign limited liability company
Section 51 Resident agent for service of process on foreign limited liability company
Section 52 Correction or amendment of application for registration of foreign limited liability company
Section 53 Cancellation of registration of foreign limited liability company
Section 54 Failure to register; penalty; service of process
Section 55 Suits by or against limited liability company
Section 56 Suits on behalf of limited liability company
Section 57 Court orders on termination of derivative suit
Section 58 Lack of authority to sue
Section 59 Consolidation or merger
Section 60 Approval of consolidation or merger; objection; termination or amendment
Section 61 Certificate of consolidation or merger
Section 62 Rights, privileges, powers, property and debts of consolidated or merged business entity
Section 63 Duties and liabilities of members and managers
Section 64 Reorganization of limited liability company
Section 65 Liability insurance
Section 66 Recordable instruments affecting real property binding on limited liability company
Section 67 Certification of authority to act for limited liability company
Section 68 Good standing
Section 69 Conversion of business entity to limited liability company
Section 70 Administrative dissolution; notice; wind up and liquidation of affairs
Section 71 Application for reinstatement by limited liability company subject to administrative dissolution or revocation of authority to transact business
Section 72 Revocation of foreign limited liability company’s authority to transact business in commonwealth; grounds; notice; effective date
