Utah Code 48-5-202. Limited liability
Current as of: 2024 | Check for updates
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(1) Except as set forth in Subsections (2) and (3), a member:
Terms Used In Utah Code 48-5-202
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Decentralized: means that decision-making is distributed among multiple persons. See Utah Code 48-5-101
- Decentralized autonomous organization: means an organization:(6)(a) created by one or more smart contracts;(6)(b) that implements rules enabling individuals to coordinate for decentralized governance of an organization; and(6)(c) that is an entity formed under this chapter. See Utah Code 48-5-101
- Member: means a person who has governance rights in a decentralized autonomous organization. See Utah Code 48-5-101
- 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.
- On-chain: means any action that is recorded and verified on a blockchain. See Utah Code 48-5-101
- Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
(1)(a) may only be liable for the on-chain contributions that the member has committed to the decentralized autonomous organization;(1)(b) may not be held personally liable for any excess liability after the decentralized autonomous organization‘s assets have been exhausted;(1)(c) may not be held personally liable for any obligation incurred by the decentralized autonomous organization; and(1)(d) may not be held personally liable, in the member’s capacity as a member, for the wrongful act or omission of any other member of the decentralized autonomous organization.
(2) If a decentralized autonomous organization refuses to comply with an enforceable judgment, order, or award entered against the decentralized autonomous organization, the members who voted against compliance may be liable for any monetary payments ordered in the judgment, order, or award in proportion to the member’s share of governance rights in the decentralized autonomous organization.
(3) Subsections (1) and (2) do not affect the personal liability of a member in tort for a member’s own wrongful act or omission.