The Florida Senate

608.409  Effect of issuance of certificate of organization.--

(1)  Unless a delayed effective date is specified, the limited liability company's existence begins at the date and time when the articles of organization are filed, as evidenced by the Department of State's date and time endorsement on the original document, or on a date specified in the articles of organization, if such date is within 5 business days prior to the date of filing.

(2)  Articles of organization may specify a delayed effective time and date, and if they do, the articles of organization shall become effective at the time and date specified. If a delayed effective date, but no time, is specified, the articles of organization shall become effective at the close of business on that date.

(3)  The Department of State's filing of the articles of organization is conclusive proof that all conditions precedent to organization have been satisfied except in a proceeding by the state to cancel or revoke the organization or to administratively dissolve the organization.

(4)  A limited liability company shall not transact business or incur indebtedness, except that which is incidental to its organization or to obtaining subscriptions for or payment of contributions, until the articles of organization have been filed by the Department of State.

History.--s. 2, ch. 82-177; s. 57, ch. 83-216; s. 15, ch. 93-284.