Michigan Laws 450.5002 – Transacting business; certificate of authority by foreign limited liability company required; application; filing; contents
Current as of: 2024 | Check for updates
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Before transacting business in this state, a foreign limited liability company shall obtain a certificate of authority from the administrator. To obtain a certificate of authority, a foreign limited liability company shall file with the administrator an application, executed as provided in section 103, setting forth all of the following:
(a) The name of the foreign limited liability company and, if different, the name under which it proposes to transact business in this state.
Terms Used In Michigan Laws 450.5002
- Administrator: means the director of the department or his or her designated representative. See Michigan Laws 450.4102
- Department: means the department of licensing and regulatory affairs. See Michigan Laws 450.4102
- Foreign limited liability company: means a limited liability company formed under laws other than the laws of this state. See Michigan Laws 450.4102
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Member: means a person that has been admitted to a limited liability company as provided in section 501, or, in the case of a foreign limited liability company, a person that is a member of the foreign limited liability company in accordance with the laws under which the foreign limited liability company is organized. See Michigan Laws 450.4102
- Person: means an individual, partnership, limited liability company, trust, custodian, estate, association, corporation, nonprofit corporation, governmental entity, or any other legal entity. See Michigan Laws 450.4102
- Service of process: The service of writs or summonses to the appropriate party.
- state: when applied to the different parts of the United States, shall be construed to extend to and include the District of Columbia and the several territories belonging to the United States; and the words "United States" shall be construed to include the district and territories. See Michigan Laws 8.3o
(b) The jurisdiction and date of its organization.
(c) The address of its registered office in this state and the name of its resident agent at that address in accordance with section 207.
(d) A statement that includes both of the following:
(i) That the department is appointed the agent of the foreign limited liability company for service of process if no agent has been appointed under subdivision (c), or, if appointed, the agent’s authority has been revoked, the agent has resigned, or the agent cannot be found or served through the exercise of reasonable diligence.
(ii) The name and address of a member, manager, or other person to whom the administrator is to send copies of any process served on the administrator.
(e) The address of the office required to be maintained in the jurisdiction of its organization by the laws of that state or, if not required to maintain an office by the laws of that state, of the principal office of the foreign limited liability company.
(f) Other additional information as may be necessary or appropriate in order to enable the department to determine whether the limited liability company is entitled to transact business in this state.