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CS/HB 787: Limited Liability Companies

GENERAL BILL by Council for Smarter Government ; Rubio

Limited Liability Companies; authorizes limited liability company to select managing members; revises requirements of articles of organization for company managed by one or more managers; provides requirements for executing articles of organization; provides requirements for member-managed company; provides for liability of managers & managing members; provides for indemnification of members of limited liability company, etc. Amends Ch. 608.

Effective Date: 10/01/2002
Last Action: 5/23/2002 - Approved by Governor; Chapter No. 2002-272
Bill Text: Web Page | PDF

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  • Bill History

    Date Chamber Action
    1/9/2002 House • Prefiled
    1/11/2002 House • Referred to Judicial Oversight (SGC); Council for Smarter Government
    1/22/2002 House • Introduced, referred to Judicial Oversight (SGC); Council for Smarter Government -HJ 00057
    1/28/2002 House • On Committee agenda-- Judicial Oversight (SGC), 01/30/02, 1:00 pm, 212-K --Not considered
    2/5/2002 House • On Committee agenda-- Judicial Oversight (SGC), 02/07/02, 9:00 am, 212-K
    2/7/2002 House • Favorable with 2 amendment(s) by Judicial Oversight (SGC); YEAS 8 NAYS 0 -HJ 00226
    2/8/2002 House • Now in Council for Smarter Government -HJ 00226
    2/12/2002 House • On Council agenda-- Council for Smarter Government, 02/14/02, 8:00 am, Morris Hall
    2/14/2002 House • CS by- Council for Smarter Government; YEAS 10 NAYS 0 -HJ 00287
    2/26/2002 House • CS read first time on 02/26/02 -HJ 00285
    2/22/2002 House • Pending review of CS under Rule 6 -HJ 00287
    2/25/2002 House • Placed on Calendar -HJ 00287
    3/14/2002 House • Placed on Special Order Calendar; Read second time -HJ 01268; Amendment(s) adopted -HJ 01268
    3/18/2002 House • Read third time -HJ 01975; CS passed as amended; YEAS 113 NAYS 0 -HJ 01975
    3/18/2002 Senate • In Messages
    3/20/2002 Senate • Received, referred to Commerce and Economic Opportunities; Judiciary -SJ 01217
    3/22/2002 Senate • Withdrawn from Commerce and Economic Opportunities; Judiciary -SJ 01645; Substituted for SB 944 -SJ 01645; Read second and third times -SJ 01645; CS passed; YEAS 38 NAYS 0 -SJ 01645
    3/22/2002 House • Ordered enrolled -HJ 03155
    5/15/2002 • Signed by Officers and presented to Governor
    5/23/2002 • Approved by Governor; Chapter No. 2002-272

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  • CS/HB 787, Enrolled (Current Bill Version) Posted 3/26/2002 at 10:54 AM

    Bill Text:   Web Page | PDF
    Analyses:   None

    Related Bills (3)

    Bill Number Subject Filed By Relationship Last Action and Location
    S 944 Limited Liability Companies Sanderson Identical Last Action: 3/22/2002 S Placed on Special Order Calendar -SJ 01482; Substituted CS/HB 787 -SJ 01645; Laid on Table, Link/Iden/Sim/Compare passed, refer to CS/HB 787 (Ch. 2002-272)
    Location:
    H 1837 Department of State Prieguez Compare Last Action: 3/22/2002 H Died in Council on Council for Competitive Commerce, Link/Iden/Sim/Compare passed, refer to CS/HB 787 (Ch. 2002-272)
    Location:
    S 2404 (c1) Department of State Peaden Compare Last Action: 3/22/2002 S Died in Committee on Judiciary, Link/Iden/Sim/Compare passed, refer to CS/HB 787 (Ch. 2002-272)
    Location:

    Citations - Statutes (33)

    Citation Catchline Location in Bill Location In Bill Help
    608.401 Short title.
    608.402 Definitions.
    608.404 Powers.
    608.407 Articles of organization.
    608.408 Execution of certificate or statement.
    608.4081 Filing requirements.
    608.409 Effect of filing and issuance of time and date endorsement on the articles of organization.
    608.4101 Records to be kept; right to information.
    608.411 Amendments to or restatements of articles of organization.
    608.422 Management of limited liability company.
    608.4225 General standards for managers and managing members.
    608.4226 Conflicts of interest.
    608.4227 Liability of members and managers.
    608.4228 Liability of managers and managing members.
    608.4229 Indemnification of managers, managing members, officers, employees, and agents.
    608.423 Limited liability company operating agreement; nonwaivable provisions.
    608.4231 Voting by members and managers.
    608.4235 Agency of members and managers.
    608.4238 Unauthorized assumption of powers.
    608.425 Limited liability company property.
    608.428 Liability upon wrongful distribution.
    608.432 Assignment of member's interest.
    608.438 Merger of limited liability company.
    608.441 Dissolution.
    608.444 Distribution of assets upon dissolution.
    608.445 Articles of dissolution.
    608.446 Filing of articles of dissolution.
    608.449 Grounds for judicial dissolution.
    608.463 Service of process.
    608.504 Amended certificate of authority.
    608.507 Registered office and registered agent of foreign limited liability company.
    608.704
    608.705

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  • CS/HB 787, Engrossed 1 Posted 3/15/2002 at 3:51 AM

    Bill Text:   Web Page | PDF
    Analyses:   Judicial Oversight (Post-Meeting) 10/16/2002 (pdf)

    Floor Votes (2)

    Date Chamber Result
    3/18/2002 1:28 PM House 113 Yeas - 0 Nays
    3/22/2002 5:06 PM Senate 38 Yeas - 0 Nays

    Citations - Statutes (33)

    Citation Catchline Location in Bill Location In Bill Help
    608.401 Short title.
    608.402 Definitions.
    608.404 Powers.
    608.407 Articles of organization.
    608.408 Execution of certificate or statement.
    608.4081 Filing requirements.
    608.409 Effect of filing and issuance of time and date endorsement on the articles of organization.
    608.4101 Records to be kept; right to information.
    608.411 Amendments to or restatements of articles of organization.
    608.422 Management of limited liability company.
    608.4225 General standards for managers and managing members.
    608.4226 Conflicts of interest.
    608.4227 Liability of members and managers.
    608.4228 Liability of managers and managing members.
    608.4229 Indemnification of managers, managing members, officers, employees, and agents.
    608.423 Limited liability company operating agreement; nonwaivable provisions.
    608.4231 Voting by members and managers.
    608.4235 Agency of members and managers.
    608.4238 Unauthorized assumption of powers.
    608.425 Limited liability company property.
    608.428 Liability upon wrongful distribution.
    608.432 Assignment of member's interest.
    608.438 Merger of limited liability company.
    608.441 Dissolution.
    608.444 Distribution of assets upon dissolution.
    608.445 Articles of dissolution.
    608.446 Filing of articles of dissolution.
    608.449 Grounds for judicial dissolution.
    608.463 Service of process.
    608.504 Amended certificate of authority.
    608.507 Registered office and registered agent of foreign limited liability company.
    608.704
    608.705

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  • CS/HB 787, Committee Substitute 1 Posted 2/23/2002 at 12:55 AM

    Bill Text:   Web Page | PDF
    Analyses:   Council for Smarter Government (Post-Meeting) 2/20/2002 (pdf)

    Floor Amendments (1)

    Amendment Sponsor Filed Last Floor Action Format
    834871 - Amendment
    Rubio 3/8/2002
    2:41 PM
    Web Page
    PDF

    Citations - Statutes (33)

    Citation Catchline Location in Bill Location In Bill Help
    608.401 Short title.
    608.402 Definitions.
    608.404 Powers.
    608.407 Articles of organization.
    608.408 Execution of certificate or statement.
    608.4081 Filing requirements.
    608.409 Effect of filing and issuance of time and date endorsement on the articles of organization.
    608.4101 Records to be kept; right to information.
    608.411 Amendments to or restatements of articles of organization.
    608.422 Management of limited liability company.
    608.4225 General standards for managers and managing members.
    608.4226 Conflicts of interest.
    608.4227 Liability of members and managers.
    608.4228 Liability of managers and managing members.
    608.4229 Indemnification of managers, managing members, officers, employees, and agents.
    608.423 Limited liability company operating agreement; nonwaivable provisions.
    608.4231 Voting by members and managers.
    608.4235 Agency of members and managers.
    608.4238 Unauthorized assumption of powers.
    608.425 Limited liability company property.
    608.428 Liability upon wrongful distribution.
    608.432 Assignment of member's interest.
    608.438 Merger of limited liability company.
    608.441 Dissolution.
    608.444 Distribution of assets upon dissolution.
    608.445 Articles of dissolution.
    608.446 Filing of articles of dissolution.
    608.449 Grounds for judicial dissolution.
    608.463 Service of process.
    608.504 Amended certificate of authority.
    608.507 Registered office and registered agent of foreign limited liability company.
    608.704
    608.705

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  • HB 787, Original Filed Version Posted 1/10/2002 at 12:44 AM

    Bill Text:   Web Page | PDF
    Analyses:   Judicial Oversight (Post-Meeting) 1/29/2002 (pdf)
    Judicial Oversight (Post-Meeting) 2/7/2002 (pdf)

    Committee Amendments (2)

    Amendment Sponsor Filed Last Committee Action Format
    505681 - Amendment
    Judicial Oversight 2/9/2002
    12:56 AM
    Web Page
    PDF
    861953 - Amendment
    Judicial Oversight 2/9/2002
    12:57 AM
    Web Page
    PDF

    Citations - Statutes (33)

    Citation Catchline Location in Bill Location In Bill Help
    608.401 Short title.
    608.402 Definitions.
    608.404 Powers.
    608.407 Articles of organization.
    608.408 Execution of certificate or statement.
    608.4081 Filing requirements.
    608.409 Effect of filing and issuance of time and date endorsement on the articles of organization.
    608.4101 Records to be kept; right to information.
    608.411 Amendments to or restatements of articles of organization.
    608.422 Management of limited liability company.
    608.4225 General standards for managers and managing members.
    608.4226 Conflicts of interest.
    608.4227 Liability of members and managers.
    608.4228 Liability of managers and managing members.
    608.4229 Indemnification of managers, managing members, officers, employees, and agents.
    608.423 Limited liability company operating agreement; nonwaivable provisions.
    608.4231 Voting by members and managers.
    608.4235 Agency of members and managers.
    608.4238 Unauthorized assumption of powers.
    608.425 Limited liability company property.
    608.428 Liability upon wrongful distribution.
    608.432 Assignment of member's interest.
    608.438 Merger of limited liability company.
    608.441 Dissolution.
    608.444 Distribution of assets upon dissolution.
    608.445 Articles of dissolution.
    608.446 Filing of articles of dissolution.
    608.449 Grounds for judicial dissolution.
    608.463 Service of process.
    608.504 Amended certificate of authority.
    608.507 Registered office and registered agent of foreign limited liability company.
    608.704
    608.705

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