Florida Statutes (Last Updated: April 21, 2021) |
TITLE XXXVI. BUSINESS ORGANIZATIONS |
CHAPTER 605. FLORIDA REVISED LIMITED LIABILITY COMPANY ACT |
SECTION 605.0101. Short title. |
SECTION 605.0102. Definitions. |
SECTION 605.0103. Knowledge; notice. |
SECTION 605.0104. Governing law. |
SECTION 605.0105. Operating agreement; scope, function, and limitations. |
SECTION 605.0106. Operating agreement; effect on limited liability company and person becoming member; preformation agreement; other matters involving operating agreement. |
SECTION 605.0107. Operating agreement; effect on third parties and relationship to records effective on behalf of limited liability company. |
SECTION 605.0108. Nature, purpose, and duration of limited liability company. |
SECTION 605.0109. Powers. |
SECTION 605.0110. Limited liability company property. |
SECTION 605.0111. Rules of construction and supplemental principles of law. |
SECTION 605.0112. Name. |
SECTION 605.01125. Reserved name. |
SECTION 605.0113. Registered agent. |
SECTION 605.0114. Change of registered agent or registered office. |
SECTION 605.0115. Resignation of registered agent. |
SECTION 605.0116. Change of name or address by registered agent. |
SECTION 605.0117. Service of process, notice, or demand. |
SECTION 605.0118. Delivery of record. |
SECTION 605.0119. Waiver of notice. |
SECTION 605.0201. Formation of limited liability company; articles of organization. |
SECTION 605.0202. Amendment or restatement of articles of organization. |
SECTION 605.0203. Signing of records to be delivered for filing to department. |
SECTION 605.0204. Signing and filing pursuant to judicial order. |
SECTION 605.0205. Liability for inaccurate information in filed record. |
SECTION 605.0206. Filing requirements. |
SECTION 605.0207. Effective date and time. |
SECTION 605.0208. Withdrawal of filed record before effectiveness. |
SECTION 605.0209. Correcting filed record. |
SECTION 605.0210. Duty of department to file; review of refusal to file; transmission of information by department. |
SECTION 605.0211. Certificate of status. |
SECTION 605.0212. Annual report for department. |
SECTION 605.0213. Fees of the department. |
SECTION 605.0214. Powers of department. |
SECTION 605.0215. Certificates to be received in evidence and evidentiary effect of certified copy of filed document. |
SECTION 605.0216. Statement of dissociation or resignation. |
SECTION 605.0301. Power to bind limited liability company. |
SECTION 605.0302. Statement of authority. |
SECTION 605.0303. Statement of denial. |
SECTION 605.0304. Liability of members and managers. |
SECTION 605.0401. Becoming a member. |
SECTION 605.0402. Form of contribution. |
SECTION 605.0403. Liability for contributions. |
SECTION 605.0404. Sharing of distributions before dissolution and profits and losses. |
SECTION 605.0405. Limitations on distributions. |
SECTION 605.0406. Liability for improper distributions. |
SECTION 605.0407. Management of limited liability company. |
SECTION 605.04071. Delegation of rights and powers to manage. |
SECTION 605.04072. Selection and terms of managers in a manager-managed limited liability company. |
SECTION 605.04073. Voting rights of members and managers. |
SECTION 605.04074. Agency rights of members and managers. |
SECTION 605.0408. Reimbursement, indemnification, advancement, and insurance. |
SECTION 605.04091. Standards of conduct for members and managers. |
SECTION 605.04092. Conflict of interest transactions. |
SECTION 605.04093. Limitation of liability of managers and members. |
SECTION 605.0410. Records to be kept; rights of member, manager, and person dissociated to information. |
SECTION 605.0411. Court-ordered inspection. |
SECTION 605.0501. Nature of transferable interest. |
SECTION 605.0502. Transfer of transferable interest. |
SECTION 605.0503. Charging order. |
SECTION 605.0504. Power of legal representative. |
SECTION 605.0601. Power to dissociate as member; wrongful dissociation. |
SECTION 605.0602. Events causing dissociation. |
SECTION 605.0603. Effect of dissociation. |
SECTION 605.0701. Events causing dissolution. |
SECTION 605.0702. Grounds for judicial dissolution. |
SECTION 605.0703. Procedure for judicial dissolution; alternative remedies. |
SECTION 605.0704. Receivership or custodianship. |
SECTION 605.0705. Decree of dissolution. |
SECTION 605.0706. Election to purchase instead of dissolution. |
SECTION 605.0707. Articles of dissolution; filing of articles of dissolution. |
SECTION 605.0708. Revocation of articles of dissolution. |
SECTION 605.0709. Winding up. |
SECTION 605.0710. Disposition of assets in winding up. |
SECTION 605.0711. Known claims against dissolved limited liability company. |
SECTION 605.0712. Other claims against a dissolved limited liability company. |
SECTION 605.0713. Court proceedings. |
SECTION 605.0714. Administrative dissolution. |
SECTION 605.0715. Reinstatement. |
SECTION 605.0716. Judicial review of denial of reinstatement. |
SECTION 605.0717. Effect of dissolution. |
SECTION 605.0801. Direct action by member. |
SECTION 605.0802. Derivative action. |
SECTION 605.0803. Proper plaintiff. |
SECTION 605.0804. Special litigation committee. |
SECTION 605.0805. Proceeds and expenses. |
SECTION 605.0806. Voluntary dismissal or settlement; notice. |
SECTION 605.0901. Governing law. |
SECTION 605.0902. Application for certificate of authority. |
SECTION 605.0903. Effect of a certificate of authority. |
SECTION 605.0904. Effect of failure to have certificate of authority. |
SECTION 605.0905. Activities not constituting transacting business. |
SECTION 605.0906. Noncomplying name of foreign limited liability company. |
SECTION 605.0907. Amendment to certificate of authority. |
SECTION 605.0908. Revocation of certificate of authority. |
SECTION 605.0909. Reinstatement following revocation of certificate of authority. |
SECTION 605.09091. Judicial review of denial of reinstatement. |
SECTION 605.0910. Withdrawal and cancellation of certificate of authority. |
SECTION 605.0911. Withdrawal deemed on conversion to domestic filing entity. |
SECTION 605.0912. Withdrawal on dissolution, merger, or conversion to nonfiling entity. |
SECTION 605.0913. Action by Department of Legal Affairs. |
SECTION 605.1001. Relationship of the provisions of this section and ss. 605.1002-605.1072 to other laws. |
SECTION 605.1002. Charitable and donative provisions. |
SECTION 605.1003. Status of filings. |
SECTION 605.1004. Nonexclusivity. |
SECTION 605.1005. Reference to external facts. |
SECTION 605.1006. Appraisal rights. |
SECTION 605.1021. Merger authorized. |
SECTION 605.1022. Plan of merger. |
SECTION 605.1023. Approval of merger. |
SECTION 605.1024. Amendment or abandonment of plan of merger. |
SECTION 605.1025. Articles of merger. |
SECTION 605.1026. Effect of merger. |
SECTION 605.1031. Interest exchange authorized. |
SECTION 605.1032. Plan of interest exchange. |
SECTION 605.1033. Approval of interest exchange. |
SECTION 605.1034. Amendment or abandonment of plan of interest exchange. |
SECTION 605.1035. Articles of interest exchange. |
SECTION 605.1036. Effect of interest exchange. |
SECTION 605.1041. Conversion authorized. |
SECTION 605.1042. Plan of conversion. |
SECTION 605.1043. Approval of conversion. |
SECTION 605.1044. Amendment or abandonment of plan of conversion. |
SECTION 605.1045. Articles of conversion. |
SECTION 605.1046. Effect of conversion. |
SECTION 605.1051. Domestication authorized. |
SECTION 605.1052. Plan of domestication. |
SECTION 605.1053. Approval of domestication. |
SECTION 605.1054. Amendment or abandonment of plan of domestication. |
SECTION 605.1055. Articles of domestication. |
SECTION 605.1056. Effect of domestication. |
SECTION 605.1061. Appraisal rights; definitions. |
SECTION 605.1062. Assertion of rights by nominees and beneficial owners. |
SECTION 605.1063. Notice of appraisal rights. |
SECTION 605.1064. Notice of intent to demand payment. |
SECTION 605.1065. Appraisal notice and form. |
SECTION 605.1066. Perfection of rights; right to withdraw. |
SECTION 605.1067. Member’s acceptance of limited liability company’s offer. |
SECTION 605.1068. Procedure if member is dissatisfied with offer. |
SECTION 605.1069. Court action. |
SECTION 605.1070. Court costs and attorney fees. |
SECTION 605.1071. Limitation on limited liability company payment. |
SECTION 605.1072. Other remedies limited. |
SECTION 605.1101. Uniformity of application and construction. |
SECTION 605.1102. Relation to Electronic Signatures in Global and National Commerce Act. |
SECTION 605.1103. Tax exemption on income of certain limited liability companies. |
SECTION 605.1104. Interrogatories by department; other powers of department. |
SECTION 605.1105. Reservation of power to amend or repeal. |
SECTION 605.1106. Savings clause. |
SECTION 605.1107. Severability clause. |
SECTION 605.1108. Application to limited liability company formed under the Florida Limited Liability Company Act. |