State Codes and Statutes

State Codes and Statutes

Statutes > Nebraska > Chapter21 > 21-118

21-118. Amendment or restatement of certificateof organization.(ULLCA202) (a) A certificate of organization may be amended or restated at any time.(b) To amend its certificateof organization, a limited liability company must deliver to the Secretaryof State for filing an amendment stating:(1) the name of the company;(2) the date of filing of its certificateof organization; and(3)the changes the amendment makes to the certificate as most recently amendedor restated.(c)To restate its certificate of organization, a limited liability company mustdeliver to the Secretary of State for filing a restatement, designated assuch in its heading, stating:(1) in the heading or an introductory paragraph, thecompany's present name and the date of the filing of the company's initialcertificate of organization;(2) if the company's name has been changed at anytime since the company's formation, each of the company's former names; and(3) the changes the restatementmakes to the certificate as most recently amended or restated.(d) Subject to subsection(c) of section 21-112 and subsection (c) of section 21-121, an amendment toor restatement of a certificate of organization is effective when filed bythe Secretary of State.(e)If a member of a member-managed limited liability company, or a manager ofa manager-managed limited liability company, knows that any information ina filed certificate of organization was inaccurate when the certificate wasfiled or has become inaccurate owing to changed circumstances, the memberor manager shall promptly:(1) cause the certificate to be amended; or(2) if appropriate, deliverto the Secretary of State for filing a statement of change under section 21-114or a statement of correction under section 21-122. SourceLaws 2010, LB888, § 18.Operative Date: January 1, 2011