State Codes and Statutes

State Codes and Statutes

Statutes > Wisconsin > 183 > 183.0102

183.0102

SUBCHAPTER I
GENERAL PROVISIONS
183.0102 Definitions. In this chapter, except as otherwise provided:

183.0102(1)

(1) "Articles of organization" means articles filed under s. 183.0201, and those articles as amended or restated.

183.0102(2)

(2) "Corporation" includes a domestic corporation and a foreign corporation.

183.0102(3)

(3) "Court" includes every court having jurisdiction in the case.

183.0102(3m)

(3m) "Department" means the department of financial institutions.

183.0102(4)

(4) "Distribution" means a direct or indirect transfer by a limited liability company of money or other property, other than an interest in the limited liability company, to or for the benefit of its members in respect of their interests.

183.0102(5)

(5) "Domestic corporation" has the meaning given in s. 180.0103 (5).

183.0102(6)

(6) "Event of dissociation" means an event that causes a person to cease to be a member, as provided in s. 183.0802.

183.0102(7)

(7) "Foreign corporation" has the meaning given in s. 180.0103 (9).

183.0102(8)

(8) "Foreign limited liability company" means an organization that is all of the following:

183.0102(8)(a)

(a) An unincorporated association.

183.0102(8)(b)

(b) Organized under a law other than the laws of this state.

183.0102(8)(c)

(c) Organized under a statute pursuant to which an association may be formed that affords to each of its members limited liability with respect to the liabilities of the entity.

183.0102(8)(d)

(d) Not required to be registered or organized under any statute of this state other than this chapter.

183.0102(9)

(9) "Foreign limited partnership" has the meaning given in s. 179.01 (4).

183.0102(10)

(10) "Limited liability company" or "domestic limited liability company" means, except as provided in s. 183.1201 (1), an organization formed under this chapter.

183.0102(11)

(11) "Limited liability company interest", "interest in the limited liability company" or "member's interest" means a member's rights in the limited liability company, including the member's share of the profits and losses of the limited liability company, the member's right to receive distributions of limited liability company assets, and the member's right to vote or participate in management of the limited liability company.

183.0102(12)

(12) "Limited partnership" has the meaning given in s. 179.01 (7).

183.0102(13)

(13) "Manager" or "managers" means, with respect to a limited liability company that has set forth in its articles of organization that it is to be managed by one or more managers, the person or persons designated in accordance with s. 183.0401.

183.0102(15)

(15) "Member" means a person who has been admitted to membership in a limited liability company as provided in s. 183.0801 and who has not dissociated from the limited liability company.

183.0102(16)

(16) "Operating agreement" means an agreement in writing, if any, among all of the members as to the conduct of the business of a limited liability company and its relationships with its members.

183.0102(17)

(17) "Organizer" means the person who signs and delivers the articles of organization for filing to the department.

183.0102(18)

(18) "Person" includes an individual, a partnership, a domestic or foreign limited liability company, a trust, an estate, an association, a corporation or any other legal or commercial entity.

183.0102(19)

(19) "State" includes a state, territory or possession of the United States, the District of Columbia or the commonwealth of Puerto Rico.

183.0102 - ANNOT.

History: 1993 a. 112; 1995 a. 27, 97.

183.0102 - ANNOT.

Wisconsin's Limited Liability Company. Emerging Issues and Prospects for the Future. Levinoff. 78 MLR 757.

183.0102 - ANNOT.

The Wisconsin Limited Liability Company. Boucher & Sosnowski. Wis. Law. Dec. 1993.

183.0102 - ANNOT.

LLC and Corporate Law Revisions. Boucher and Sosnowski. Wis. Law. Oct. 1996.

183.0102 - ANNOT.

Shedding Light on Recent Developments Affecting LLCs. Boucher, Kamperschroer & Knudson. Wis. Law. Aug 2008.