SB 670
Adopting Uniform Protected Series Act
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- Passed Senate
- Passed House of Delegates
- To Governor
- Became Law
Bill overview
This bill, SB 670, adopts the Uniform Protected Series Act, creating a new legal framework for ‘protected series’ within limited liability companies. It establishes rules for how these series operate, including their liability limitations, management, and transfer of interests. The bill also addresses how these series interact with the main company and foreign entities, particularly regarding service of process and registration requirements, and outlines procedures for mergers and dissolutions.
Key provisions
- Creates ‘protected series’ within series limited liability companies, defining key terms related to these series.
- Establishes liability limitations for protected series, series limited liability companies, members, and transferees.
- Details the powers, duties, and responsibilities of a ‘protected-series manager’.
- Specifies rules for transferring protected series distributional interests.
- Outlines procedures for establishing and amending protected series designations.
- Addresses the effect of mergers on protected series, including relocation and termination.
- Establishes requirements for service of process and registration of foreign protected series.
- Provides for the winding up of dissolved protected series.
Who is affected
- Limited Liability Companies
- Series Limited Liability Companies
- Members of Limited Liability Companies
- Protected Series Managers
- Foreign Limited Liability Companies
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