Tennessee Code 48-249-403 – General standards of conduct for members, managers, directors and officers
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Terms Used In Tennessee Code 48-249-403
- Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
- board of directors: means the governing board of a corporation, whether denominated the board of directors or otherwise, except that no person or group of persons is the board of directors because of powers delegated to that person or group pursuant to §. See Tennessee Code 48-51-201
- Business: means every trade, occupation, profession, investment activity, and other lawful purpose for gain or the preservation of assets, whether or not carried on for profit. See Tennessee Code 48-249-102
- Director: means an individual who is vested with authority as a director under §. See Tennessee Code 48-249-102
- Director-managed LLC: means an LLC that is so designated in its articles. See Tennessee Code 48-249-102
- Directors: means natural persons, designated in the charter or bylaws or elected or appointed by the incorporators, and their successors and natural persons elected or appointed to act as members of the board, irrespective of the names or titles by which such persons are described. See Tennessee Code 48-51-201
- Employee: includes an officer but not a director. See Tennessee Code 48-11-201
- Fiduciary: A trustee, executor, or administrator.
- Financial rights: means a member's or holder's rights to:
(A) Share in profits and losses, as provided in §. See Tennessee Code 48-249-102 - holder: means a person, other than a member, owning any financial rights in an LLC. See Tennessee Code 48-249-102
- Interest: means either or both of the following rights under the organic law of an unincorporated entity:
(A) The right to receive distributions from the entity either in the ordinary course or upon liquidation. See Tennessee Code 48-11-201 - LLC: means a limited liability company, organized under chapters 201-248 of this title. See Tennessee Code 48-202-101
- LLC documents: means either, or both:
(A) An LLC's articles. See Tennessee Code 48-249-102 - Manager: means a person who is vested with authority as a manager under §. See Tennessee Code 48-249-102
- Member: means a person that has been admitted to an LLC as a member, as provided in §. See Tennessee Code 48-249-102
- Member-managed: means an LLC organized pursuant to this title that has elected pursuant to §. See Tennessee Code 48-202-101
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- Officer: means an individual, who is vested with authority as an officer under §. See Tennessee Code 48-249-102
- Person: means an individual or an entity. See Tennessee Code 48-249-102
- Personal representative: means , as to an individual, the executor, administrator, guardian, conservator, trustee or other legal representative of the individual, and, as to an entity, the legal representative or successor of the entity. See Tennessee Code 48-249-102
- Property: includes both personal and real property. See Tennessee Code 1-3-105
- Representative: means , as to a foreign LLC, a director, manager, officer, employee or other agent of a foreign LLC. See Tennessee Code 48-249-102
- Termination: means the end of an LLC's existence as a legal entity and occurs when the articles of termination are filed with the secretary of state under §. See Tennessee Code 48-202-101
- Trustee: A person or institution holding and administering property in trust.