§ 450.4401 Management vested in members
§ 450.4402 Managers; delegation; qualifications; number; notice of delegation
§ 450.4403 Managers; selection; vote; removal; notice
§ 450.4404 Managers; duties; action for failure to perform duties
§ 450.4405 Managers; voting requirements
§ 450.4406 Manager as agent
§ 450.4407 Managers; eliminating or limiting liability; exceptions
§ 450.4409 Manager or agent with interest in company; effect; majority vote by members with no interest in transaction; claims

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Terms Used In Michigan Laws > Chapter 450 > Act 23 of 1993 > Article 4

  • Articles of organization: means the original documents filed to organize a limited liability company, as amended or restated by certificates of correction, amendment, or merger, by restated articles, or by other instruments filed or issued under any statute. See Michigan Laws 450.4102
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. Source: FDIC
  • interest: means a member's rights in the limited liability company, including, but not limited to, any right to receive distributions of the limited liability company's assets and any right to vote or participate in management. See Michigan Laws 450.4102
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Majority in interest: means a majority of votes as allocated by an operating agreement, or by the statute in the absence of an allocation by operating agreement, and held by members entitled to vote on a matter submitted for a vote by members. See Michigan Laws 450.4102
  • managers: means a person or persons designated to manage the limited liability company pursuant to a provision in the articles of organization stating that the business is to be managed by or under the authority of managers. See Michigan Laws 450.4102
  • 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
  • Operating agreement: means a written agreement by the member of a limited liability company that has 1 member, or between all of the members of a limited liability company that has more than 1 member, pertaining to the affairs of the limited liability company and the conduct of its business. See Michigan Laws 450.4102
  • 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.
  • 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
  • person: may extend and be applied to bodies politic and corporate, as well as to individuals. See Michigan Laws 8.3l
  • 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
  • Trustee: A person or institution holding and administering property in trust.
  • United States: shall be construed to include the district and territories. See Michigan Laws 8.3o
  • Vote: means an affirmative vote, approval, or consent. See Michigan Laws 450.4102