N.Y. Limited Liability Company Law 805 – Issuance of certificate of authority; effect
§ 805. Issuance of certificate of authority; effect. (a) Upon filing with the department of state of the application for authority, the department of state shall issue a filing receipt entitled "Certificate of authority of… (name of foreign limited liability company) under § 805 of the Limited Liability Company Law," and the foreign limited liability company shall be authorized to do business in this state. Such authority shall continue so long as the foreign limited liability company retains its authority to do business in the jurisdiction of its formation and its authority to do business has not been surrendered, suspended or annulled in accordance with the law.
Terms Used In N.Y. Limited Liability Company Law 805
- 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.
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
(b) A foreign limited liability company that has received a certificate of authority shall have such powers to conduct business in this state as are permitted by the laws of the jurisdiction in which it was organized but no greater than those of a domestic limited liability company; provided, that this subdivision shall not affect the powers of the foreign limited liability company outside this state; and provided, further, that a foreign related limited liability partnership (i) shall have such powers to conduct business in this state as are permitted by the laws of the jurisdiction whose laws govern the agreement under which such foreign related limited liability partnership operates but no greater than those of a partnership without limited partners operating under an agreement governed by the laws of this state and provided that such foreign related limited liability partnership shall not engage in any profession or professions and (ii) shall be deemed to be a foreign limited liability partnership for purposes of subdivisions (l) and (m) of section 121-1502 of the partnership law which subdivisions shall be applicable to foreign related limited liability partnerships.