Ark. Code Ann. § 4-47-405 — AR Code / Title 4 / Chapter 47 / Subchapter 4 / Section 4-47-405
Actions by and against partnership and partners
Status: in_force

(a) To the extent not inconsistent with § 4-47-404 , a general partner may be joined in an action against the limited partnership or named in a separate action. (b) A judgment against a limited partnership is not by itself a judgment against a general partner. A judgment against a limited partnership may not be satisfied from a general partner's assets unless there is also a judgment against the general partner. (c) A judgment creditor of a general partner may not levy execution against the assets of the general partner to satisfy a judgment based on a claim against the limited partnership, unless the partner is personally liable for the claim under § 4-47-404 and: (1) a judgment based on the same claim has been obtained against the limited partnership and a writ of execution on the judgment has been returned unsatisfied in whole or in part; (2) the limited partnership is a debtor in bankruptcy; (3) the general partner has agreed that the creditor need not exhaust limited partnership assets; (4) a court grants permission to the judgment creditor to levy execution against the assets of a general partner based on a finding that limited partnership assets subject to execution are clearly insufficient to satisfy the judgment, that exhaustion of limited partnership assets is excessively burdensome, or that the grant of permission is an appropriate exercise of the court's equitable powers; or (5) liability is imposed on the general partner by law or contract independent of the existence of the limited partnership. Acts 2007, No. 15, § 1.

(a) To the extent not inconsistent with § 4-47-404 , a general partner may be joined in an action against the limited partnership or named in a separate action.

(b) A judgment against a limited partnership is not by itself a judgment against a general partner. A judgment against a limited partnership may not be satisfied from a general partner's assets unless there is also a judgment against the general partner.

(c) A judgment creditor of a general partner may not levy execution against the assets of the general partner to satisfy a judgment based on a claim against the limited partnership, unless the partner is personally liable for the claim under § 4-47-404 and: (1) a judgment based on the same claim has been obtained against the limited partnership and a writ of execution on the judgment has been returned unsatisfied in whole or in part; (2) the limited partnership is a debtor in bankruptcy; (3) the general partner has agreed that the creditor need not exhaust limited partnership assets; (4) a court grants permission to the judgment creditor to levy execution against the assets of a general partner based on a finding that limited partnership assets subject to execution are clearly insufficient to satisfy the judgment, that exhaustion of limited partnership assets is excessively burdensome, or that the grant of permission is an appropriate exercise of the court's equitable powers; or (5) liability is imposed on the general partner by law or contract independent of the existence of the limited partnership.

(1) a judgment based on the same claim has been obtained against the limited partnership and a writ of execution on the judgment has been returned unsatisfied in whole or in part;

(2) the limited partnership is a debtor in bankruptcy;

(3) the general partner has agreed that the creditor need not exhaust limited partnership assets;

(4) a court grants permission to the judgment creditor to levy execution against the assets of a general partner based on a finding that limited partnership assets subject to execution are clearly insufficient to satisfy the judgment, that exhaustion of limited partnership assets is excessively burdensome, or that the grant of permission is an appropriate exercise of the court's equitable powers; or

(5) liability is imposed on the general partner by law or contract independent of the existence of the limited partnership.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-88-903 — AR Code / Title 4 / Chapter 88 / Subchapter 9 / Section 4-88-903
Notice of cancellation
Status: in_force

Before signing a residential real estate repair contract with an insured, a residential contractor shall furnish to the insured: (1) The following statement in at least 10-point boldface type, the following: "You may cancel this residential real estate repair contract at any time within three (3) business days after you have received written notification from your insurer that all or any part of the claim or residential real estate repair contract is not a covered loss under the insurance policy. See attached notice of cancellation form for an explanation of this right."; and (2) A fully completed form in duplicate, captioned "NOTICE OF CANCELLATION", that is attached to the residential real estate repair contract for repairs to residential real estate, that is easily detachable, and contains the following in at least 10-point boldface type: "NOTICE OF CANCELLATION (Enter date of transaction) If you are notified by your insurer that all or any part of the claim or residential real estate repair contract is not a covered loss under the insurance policy, you may cancel the residential real estate repair contract by mailing or delivering a signed and dated copy of this cancellation notice or another written notice to (name of residential contractor) at (address of residential contractor's place of business) at any time within three (3) business days after you have received such notice from your insurer. If you cancel, any payments made under the residential real estate repair contract except for certain emergency services already performed by the residential contractor will be returned to you within ten (10) business days following receipt by the residential contractor of your cancellation notice. I CANCEL THIS TRANSACTION _______________________ (DATE) _______________________ (INSURED'S SIGNATURE)." Added by Act 2013, No. 1360,§ 1, eff. 8/16/2013.

Before signing a residential real estate repair contract with an insured, a residential contractor shall furnish to the insured:

(1) The following statement in at least 10-point boldface type, the following: "You may cancel this residential real estate repair contract at any time within three (3) business days after you have received written notification from your insurer that all or any part of the claim or residential real estate repair contract is not a covered loss under the insurance policy. See attached notice of cancellation form for an explanation of this right."; and

"You may cancel this residential real estate repair contract at any time within three (3) business days after you have received written notification from your insurer that all or any part of the claim or residential real estate repair contract is not a covered loss under the insurance policy. See attached notice of cancellation form for an explanation of this right."; and

(2) A fully completed form in duplicate, captioned "NOTICE OF CANCELLATION", that is attached to the residential real estate repair contract for repairs to residential real estate, that is easily detachable, and contains the following in at least 10-point boldface type: "NOTICE OF CANCELLATION (Enter date of transaction) If you are notified by your insurer that all or any part of the claim or residential real estate repair contract is not a covered loss under the insurance policy, you may cancel the residential real estate repair contract by mailing or delivering a signed and dated copy of this cancellation notice or another written notice to (name of residential contractor) at (address of residential contractor's place of business) at any time within three (3) business days after you have received such notice from your insurer. If you cancel, any payments made under the residential real estate repair contract except for certain emergency services already performed by the residential contractor will be returned to you within ten (10) business days following receipt by the residential contractor of your cancellation notice. I CANCEL THIS TRANSACTION _______________________ (DATE) _______________________ (INSURED'S SIGNATURE)."

"NOTICE OF CANCELLATION

(Enter date of transaction)

If you are notified by your insurer that all or any part of the claim or residential real estate repair contract is not a covered loss under the insurance policy, you may cancel the residential real estate repair contract by mailing or delivering a signed and dated copy of this cancellation notice or another written notice to (name of residential contractor) at (address of residential contractor's place of business) at any time within three (3) business days after you have received such notice from your insurer. If you cancel, any payments made under the residential real estate repair contract except for certain emergency services already performed by the residential contractor will be returned to you within ten (10) business days following receipt by the residential contractor of your cancellation notice.

I CANCEL THIS TRANSACTION

_______________________

(DATE)

_______________________

(INSURED'S SIGNATURE)."

Added by Act 2013, No. 1360,§ 1, eff. 8/16/2013.
Ark. Code Ann. § 4-26-715 — AR Code / Title 4 / Chapter 26 / Subchapter 7 / Section 4-26-715
Books and records - Examination
Status: in_force

(a) Each corporation shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its shareholders and board of directors and shall keep at its registered office or principal place of business in this state, or at the office of its transfer agent or registrar in this state, a record of its shareholders, giving the names and addresses of all shareholders and the number and class of the shares held by each. (b) Any person who shall have been a shareholder of record for at least six (6) months immediately preceding his or her demand, upon written demand stating the purpose thereof, shall have the right to examine, in person or by agent or attorney, at any reasonable time, for any proper purpose, its books and records of account, minutes, and record of shareholders and to make extracts therefrom. (c) (1) Upon refusal by the corporation or by an officer or agent of the corporation to permit an inspection of the corporation's books, records of account, minutes, or record of shareholders, the person making demand for inspection may file a civil action in the circuit court of the county in which the corporation maintains either its principal place of business or its registered office for the purpose of securing an order of the court directing the corporation, its officers, and agents to permit the requested inspection. (2) The proceeding shall be advanced upon the docket of the court; and the court shall hear the parties summarily, by affidavit or otherwise. (3) If the applicant establishes that he or she is qualified and entitled to the inspection, the court shall grant an order permitting the inspection, subject to any limitations which the court may prescribe; and the court may grant such other relief as to the court may seem just and proper. (4) The court may deny or restrict inspection if it finds that the shareholder has improperly used information secured through any prior examination of the books and records of accounts or minutes or record of shareholders of the corporation or of any other corporation, or that he or she was not acting in good faith or for a proper purpose in making his or her demand. (d) Upon the written request of any shareholder of a corporation, the corporation shall mail to the shareholder its most recent financial statements showing in reasonable detail its assets and liabilities and the results of its operations. Acts 1965, No. 576, § 53; A.S.A. 1947, § 64-312.

(a) Each corporation shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its shareholders and board of directors and shall keep at its registered office or principal place of business in this state, or at the office of its transfer agent or registrar in this state, a record of its shareholders, giving the names and addresses of all shareholders and the number and class of the shares held by each.

(b) Any person who shall have been a shareholder of record for at least six (6) months immediately preceding his or her demand, upon written demand stating the purpose thereof, shall have the right to examine, in person or by agent or attorney, at any reasonable time, for any proper purpose, its books and records of account, minutes, and record of shareholders and to make extracts therefrom.

(c) (1) Upon refusal by the corporation or by an officer or agent of the corporation to permit an inspection of the corporation's books, records of account, minutes, or record of shareholders, the person making demand for inspection may file a civil action in the circuit court of the county in which the corporation maintains either its principal place of business or its registered office for the purpose of securing an order of the court directing the corporation, its officers, and agents to permit the requested inspection. (2) The proceeding shall be advanced upon the docket of the court; and the court shall hear the parties summarily, by affidavit or otherwise. (3) If the applicant establishes that he or she is qualified and entitled to the inspection, the court shall grant an order permitting the inspection, subject to any limitations which the court may prescribe; and the court may grant such other relief as to the court may seem just and proper. (4) The court may deny or restrict inspection if it finds that the shareholder has improperly used information secured through any prior examination of the books and records of accounts or minutes or record of shareholders of the corporation or of any other corporation, or that he or she was not acting in good faith or for a proper purpose in making his or her demand.

(1) Upon refusal by the corporation or by an officer or agent of the corporation to permit an inspection of the corporation's books, records of account, minutes, or record of shareholders, the person making demand for inspection may file a civil action in the circuit court of the county in which the corporation maintains either its principal place of business or its registered office for the purpose of securing an order of the court directing the corporation, its officers, and agents to permit the requested inspection.

(2) The proceeding shall be advanced upon the docket of the court; and the court shall hear the parties summarily, by affidavit or otherwise.

(3) If the applicant establishes that he or she is qualified and entitled to the inspection, the court shall grant an order permitting the inspection, subject to any limitations which the court may prescribe; and the court may grant such other relief as to the court may seem just and proper.

(4) The court may deny or restrict inspection if it finds that the shareholder has improperly used information secured through any prior examination of the books and records of accounts or minutes or record of shareholders of the corporation or of any other corporation, or that he or she was not acting in good faith or for a proper purpose in making his or her demand.

(d) Upon the written request of any shareholder of a corporation, the corporation shall mail to the shareholder its most recent financial statements showing in reasonable detail its assets and liabilities and the results of its operations.

Acts 1965, No. 576, § 53; A.S.A. 1947, § 64-312.
Ark. Code Ann. § 4-110-107 — AR Code / Title 4 / Chapter 110 / Section 4-110-107
Waiver
Status: in_force

Any waiver of a provision of this chapter is contrary to public policy, void, and unenforceable. Acts 2005, No. 1526, § 1.

Any waiver of a provision of this chapter is contrary to public policy, void, and unenforceable.

Acts 2005, No. 1526, § 1.
Ark. Code Ann. § 4-112-112 — AR Code / Title 4 / Chapter 112 / Section 4-112-112
Civil action
Status: in_force

(a) Any person or entity that willfully fails to comply with any requirement imposed under this chapter with respect to any consumer is liable to that consumer in an amount equal to the sum of: (1) Any actual damages sustained by the consumer; and (2) In the case of any successful action to enforce any liability under this chapter, the costs of the action together with reasonable attorney's fees as determined by the court. (b) Any person or entity that obtains a credit report, requests a security freeze, or requests the temporary lift of a security freeze or the removal of a security freeze from a consumer reporting agency under false pretenses or in an attempt to violate federal or state law is liable to the consumer reporting agency for actual damages sustained by the consumer reporting agency or one thousand dollars ($1,000), whichever is greater. (c) Any person or entity that is negligent in failing to comply with any requirement imposed under this chapter with respect to any consumer is liable to that consumer in an amount equal to the sum of: (1) Any actual damages sustained by the consumer as a result of the failure; and (2) In the case of any successful action to enforce any liability under this chapter, the costs of the action together with reasonable attorney's fees as determined by the court. (d) Upon a finding by the court that an unsuccessful pleading, motion, or other paper filed in connection with an action under this chapter was filed in bad faith or for purposes of harassment, the court shall award to the prevailing party reasonable attorney's fees in relation to the work expended in responding to the pleading, motion, or other paper. Acts 2007, No. 391, § 1; 2009, No. 223, § 1.

(a) Any person or entity that willfully fails to comply with any requirement imposed under this chapter with respect to any consumer is liable to that consumer in an amount equal to the sum of: (1) Any actual damages sustained by the consumer; and (2) In the case of any successful action to enforce any liability under this chapter, the costs of the action together with reasonable attorney's fees as determined by the court.

(1) Any actual damages sustained by the consumer; and

(2) In the case of any successful action to enforce any liability under this chapter, the costs of the action together with reasonable attorney's fees as determined by the court.

(b) Any person or entity that obtains a credit report, requests a security freeze, or requests the temporary lift of a security freeze or the removal of a security freeze from a consumer reporting agency under false pretenses or in an attempt to violate federal or state law is liable to the consumer reporting agency for actual damages sustained by the consumer reporting agency or one thousand dollars ($1,000), whichever is greater.

(c) Any person or entity that is negligent in failing to comply with any requirement imposed under this chapter with respect to any consumer is liable to that consumer in an amount equal to the sum of: (1) Any actual damages sustained by the consumer as a result of the failure; and (2) In the case of any successful action to enforce any liability under this chapter, the costs of the action together with reasonable attorney's fees as determined by the court.

(1) Any actual damages sustained by the consumer as a result of the failure; and

(2) In the case of any successful action to enforce any liability under this chapter, the costs of the action together with reasonable attorney's fees as determined by the court.

(d) Upon a finding by the court that an unsuccessful pleading, motion, or other paper filed in connection with an action under this chapter was filed in bad faith or for purposes of harassment, the court shall award to the prevailing party reasonable attorney's fees in relation to the work expended in responding to the pleading, motion, or other paper.

Acts 2007, No. 391, § 1; 2009, No. 223, § 1.
Ark. Code Ann. § 4-37-107 — AR Code / Title 4 / Chapter 37 / Subchapter 1 / Section 4-37-107
Additional limitations on operating agreement
Status: in_force

(a) An operating agreement may not vary the effect of: (1) this section; (2) section 4-37-103 ; (3) section 4-37-104(a) ; (4) section 4-37-104(b) to provide a protected series a power beyond the powers the Uniform Limited Liability Company Act, § 4-38-101 et seq., provides a limited liability company; (5) section 4-37-104(c) or § 4-37-104(d) ; (6) section 4-37-105 ; (7) section 4-37-106 ; (8) section 4-37-108 ; (9) section 4-37-201 , except to vary the manner in which a limited liability company approves establishing a protected series; (10) section 4-37-202 ; (11) section 4-37-301 ; (12) section 4-37-302 ; (13) section 4-37-303(a) or § 4-37-303(b) ; (14) section 4-37-304(c) , § 4-37-304(f) , or § 4-37-304(g) ; (15) section 4-37-401 , except to decrease or eliminate a limitation of liability stated in § 4-37-401 ; (16) section 4-37-402 ; (17) section 4-37-403 ; (18) section 4-37-404 ; (19) section 4-37-501(1) , § 4-37-501(4) , and § 4-37-501(5) ; (20) section 4-37-502 , except to designate a different person to manage winding up; (21) section 4-37-503 ; (22) sections 4-37-601 et seq.; (23) sections 4-37-701 et seq.; (24) sections 4-37-801 et seq., except to vary: (A) the manner in which a series limited liability company may elect under § 4-37-803(a)(2) to be subject to this chapter; or (B) the person that has the right to sign and deliver to the Secretary of State for filing a record under § 4-37-803(b)(2) ; or (25) a provision of this chapter pertaining to: (A) registered agents; or (B) the Secretary of State, including provisions pertaining to records authorized or required to be delivered to the Secretary of State for filing under this chapter. (b) An operating agreement may not unreasonably restrict the duties and rights under § 4-37-305 but may impose reasonable restrictions on the availability and use of information obtained under § 4-37-305 and may provide appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use. Amended by Act 2021, No. 1041,§ 8, eff. 7/28/2021. Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.

(a) An operating agreement may not vary the effect of: (1) this section; (2) section 4-37-103 ; (3) section 4-37-104(a) ; (4) section 4-37-104(b) to provide a protected series a power beyond the powers the Uniform Limited Liability Company Act, § 4-38-101 et seq., provides a limited liability company; (5) section 4-37-104(c) or § 4-37-104(d) ; (6) section 4-37-105 ; (7) section 4-37-106 ; (8) section 4-37-108 ; (9) section 4-37-201 , except to vary the manner in which a limited liability company approves establishing a protected series; (10) section 4-37-202 ; (11) section 4-37-301 ; (12) section 4-37-302 ; (13) section 4-37-303(a) or § 4-37-303(b) ; (14) section 4-37-304(c) , § 4-37-304(f) , or § 4-37-304(g) ; (15) section 4-37-401 , except to decrease or eliminate a limitation of liability stated in § 4-37-401 ; (16) section 4-37-402 ; (17) section 4-37-403 ; (18) section 4-37-404 ; (19) section 4-37-501(1) , § 4-37-501(4) , and § 4-37-501(5) ; (20) section 4-37-502 , except to designate a different person to manage winding up; (21) section 4-37-503 ; (22) sections 4-37-601 et seq.; (23) sections 4-37-701 et seq.; (24) sections 4-37-801 et seq., except to vary: (A) the manner in which a series limited liability company may elect under § 4-37-803(a)(2) to be subject to this chapter; or (B) the person that has the right to sign and deliver to the Secretary of State for filing a record under § 4-37-803(b)(2) ; or (25) a provision of this chapter pertaining to: (A) registered agents; or (B) the Secretary of State, including provisions pertaining to records authorized or required to be delivered to the Secretary of State for filing under this chapter.

(1) this section;

(2) section 4-37-103 ;

(3) section 4-37-104(a) ;

(4) section 4-37-104(b) to provide a protected series a power beyond the powers the Uniform Limited Liability Company Act, § 4-38-101 et seq., provides a limited liability company;

(5) section 4-37-104(c) or § 4-37-104(d) ;

(6) section 4-37-105 ;

(7) section 4-37-106 ;

(8) section 4-37-108 ;

(9) section 4-37-201 , except to vary the manner in which a limited liability company approves establishing a protected series;

(10) section 4-37-202 ;

(11) section 4-37-301 ;

(12) section 4-37-302 ;

(13) section 4-37-303(a) or § 4-37-303(b) ;

(14) section 4-37-304(c) , § 4-37-304(f) , or § 4-37-304(g) ;

(15) section 4-37-401 , except to decrease or eliminate a limitation of liability stated in § 4-37-401 ;

(16) section 4-37-402 ;

(17) section 4-37-403 ;

(18) section 4-37-404 ;

(19) section 4-37-501(1) , § 4-37-501(4) , and § 4-37-501(5) ;

(20) section 4-37-502 , except to designate a different person to manage winding up;

(21) section 4-37-503 ;

(22) sections 4-37-601 et seq.;

(23) sections 4-37-701 et seq.;

(24) sections 4-37-801 et seq., except to vary: (A) the manner in which a series limited liability company may elect under § 4-37-803(a)(2) to be subject to this chapter; or (B) the person that has the right to sign and deliver to the Secretary of State for filing a record under § 4-37-803(b)(2) ; or

(A) the manner in which a series limited liability company may elect under § 4-37-803(a)(2) to be subject to this chapter; or

(B) the person that has the right to sign and deliver to the Secretary of State for filing a record under § 4-37-803(b)(2) ; or

(25) a provision of this chapter pertaining to: (A) registered agents; or (B) the Secretary of State, including provisions pertaining to records authorized or required to be delivered to the Secretary of State for filing under this chapter.

(A) registered agents; or

(B) the Secretary of State, including provisions pertaining to records authorized or required to be delivered to the Secretary of State for filing under this chapter.

(b) An operating agreement may not unreasonably restrict the duties and rights under § 4-37-305 but may impose reasonable restrictions on the availability and use of information obtained under § 4-37-305 and may provide appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use.

Amended by Act 2021, No. 1041,§ 8, eff. 7/28/2021.

Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-26-805 — AR Code / Title 4 / Chapter 26 / Subchapter 8 / Section 4-26-805
Directors' meetings
Status: in_force

(a) Meetings of the board of directors, regular or special, may be held either within or without this state. (b) (1) Regular meetings of the board of directors may be held with or without notice as prescribed in the bylaws. (2) Special meetings of the board of directors shall be held upon such notice as is prescribed in the bylaws; but such notice may be waived as provided in § 4-26-105 . (3) Neither the business to be transacted at nor the purpose of any regular or special meeting of the board of directors need be specified in the notice or waiver of notice of the meeting unless required by the bylaws. Acts 1965, No. 576, § 42; A.S.A. 1947, § 64-307.

(a) Meetings of the board of directors, regular or special, may be held either within or without this state.

(b) (1) Regular meetings of the board of directors may be held with or without notice as prescribed in the bylaws. (2) Special meetings of the board of directors shall be held upon such notice as is prescribed in the bylaws; but such notice may be waived as provided in § 4-26-105 . (3) Neither the business to be transacted at nor the purpose of any regular or special meeting of the board of directors need be specified in the notice or waiver of notice of the meeting unless required by the bylaws.

(1) Regular meetings of the board of directors may be held with or without notice as prescribed in the bylaws.

(2) Special meetings of the board of directors shall be held upon such notice as is prescribed in the bylaws; but such notice may be waived as provided in § 4-26-105 .

(3) Neither the business to be transacted at nor the purpose of any regular or special meeting of the board of directors need be specified in the notice or waiver of notice of the meeting unless required by the bylaws.

Acts 1965, No. 576, § 42; A.S.A. 1947, § 64-307.
Ark. Code Ann. § 4-108-212 — AR Code / Title 4 / Chapter 108 / Subchapter 2 / Section 4-108-212
Rules
Status: in_force

(a) The State Plant Board may by rule adopted pursuant to the Arkansas Administrative Procedure Act, § 25-15-201 et seq., adopt as a rule of the Arkansas Bureau of Standards specifications, tolerances, and regulations for engine fuels, petroleum products, and automotive lubricants set out in National Institute of Standards and Technology Handbook 130, or in any similar publication issued by the National Institute of Standards and Technology. (b) In drafting the rules, the bureau shall consider whether the specifications, tolerances, and regulations published by the National Institute of Standards and Technology are consistent with the needs of Arkansas businesses and consumers and may modify, amend, or delete suggested language found in the National Institute of Standards and Technology handbooks. Amended by Act 2019, No. 315,§ 146, eff. 7/24/2019. Acts 2001, No. 586, § 12.

(a) The State Plant Board may by rule adopted pursuant to the Arkansas Administrative Procedure Act, § 25-15-201 et seq., adopt as a rule of the Arkansas Bureau of Standards specifications, tolerances, and regulations for engine fuels, petroleum products, and automotive lubricants set out in National Institute of Standards and Technology Handbook 130, or in any similar publication issued by the National Institute of Standards and Technology.

(b) In drafting the rules, the bureau shall consider whether the specifications, tolerances, and regulations published by the National Institute of Standards and Technology are consistent with the needs of Arkansas businesses and consumers and may modify, amend, or delete suggested language found in the National Institute of Standards and Technology handbooks.

Amended by Act 2019, No. 315,§ 146, eff. 7/24/2019.

Acts 2001, No. 586, § 12.
Ark. Code Ann. § 4-46-107 — AR Code / Title 4 / Chapter 46 / Subchapter 1 / Section 4-46-107
Partnership subject to amendment or repeal of chapter
Status: in_force

A partnership governed by this chapter is subject to any amendment to or repeal of this chapter. Acts 1999, No. 1518, § 107.

A partnership governed by this chapter is subject to any amendment to or repeal of this chapter.

Acts 1999, No. 1518, § 107.
Ark. Code Ann. § 4-28-305 — AR Code / Title 4 / Chapter 28 / Subchapter 3 / Section 4-28-305
Domestic corporations - Articles of merger or consolidation
Status: in_force

(a) Upon approval, articles of merger or articles of consolidation shall be executed by each corporation by its president or a vice president and by its secretary or an assistant secretary and verified by one (1) of the officers of each corporation signing the articles. (b) The articles of merger or consolidation shall set forth: (1) The plan of merger or the plan of consolidation; (2) Where the members of any merging or consolidating corporation have voting rights, then as to each corporation: (A) A statement setting forth the date of the meeting of members at which the plan was adopted, that a quorum was present at the meeting, and that the plan received at least two-thirds (2/3) of the votes which members present at the meeting in person or by proxy were entitled to cast, as well as, in the case of any class entitled to vote as a class thereon by the terms of the articles of incorporation or of the bylaws, at least two-thirds (2/3) of the votes which members of any such class who were present at the meeting in person or by proxy were entitled to cast; or (B) A statement that the amendment was adopted by a consent in writing signed by all members entitled to vote with respect thereto; and (3) Where any merging or consolidating corporation has no members or no members having voting rights, then as to each corporation a statement of that fact, the date of the meeting of the board of directors at which the plan was adopted, and a statement of the fact that the plan received the vote of a majority of the directors in office. (c) The original and a copy of the articles of merger or articles of consolidation shall be delivered to the Secretary of State. (d) If the Secretary of State finds that the articles conform to law, he or she shall, when all fees have been paid, including a fee of ten dollars ($10.00) for filing articles of merger or consolidation and issuing a certificate therefor: (1) Endorse on the original and the copy the word "Filed" and the month, day, and year of the filing thereof; (2) File the original in his or her office; and (3) Issue a certificate of merger or a certificate of consolidation to which he or she shall affix the copy. Acts 1983, No. 614, § 4; A.S.A. 1947, § 64-1928.

(a) Upon approval, articles of merger or articles of consolidation shall be executed by each corporation by its president or a vice president and by its secretary or an assistant secretary and verified by one (1) of the officers of each corporation signing the articles.

(b) The articles of merger or consolidation shall set forth: (1) The plan of merger or the plan of consolidation; (2) Where the members of any merging or consolidating corporation have voting rights, then as to each corporation: (A) A statement setting forth the date of the meeting of members at which the plan was adopted, that a quorum was present at the meeting, and that the plan received at least two-thirds (2/3) of the votes which members present at the meeting in person or by proxy were entitled to cast, as well as, in the case of any class entitled to vote as a class thereon by the terms of the articles of incorporation or of the bylaws, at least two-thirds (2/3) of the votes which members of any such class who were present at the meeting in person or by proxy were entitled to cast; or (B) A statement that the amendment was adopted by a consent in writing signed by all members entitled to vote with respect thereto; and (3) Where any merging or consolidating corporation has no members or no members having voting rights, then as to each corporation a statement of that fact, the date of the meeting of the board of directors at which the plan was adopted, and a statement of the fact that the plan received the vote of a majority of the directors in office.

(1) The plan of merger or the plan of consolidation;

(2) Where the members of any merging or consolidating corporation have voting rights, then as to each corporation: (A) A statement setting forth the date of the meeting of members at which the plan was adopted, that a quorum was present at the meeting, and that the plan received at least two-thirds (2/3) of the votes which members present at the meeting in person or by proxy were entitled to cast, as well as, in the case of any class entitled to vote as a class thereon by the terms of the articles of incorporation or of the bylaws, at least two-thirds (2/3) of the votes which members of any such class who were present at the meeting in person or by proxy were entitled to cast; or (B) A statement that the amendment was adopted by a consent in writing signed by all members entitled to vote with respect thereto; and

(A) A statement setting forth the date of the meeting of members at which the plan was adopted, that a quorum was present at the meeting, and that the plan received at least two-thirds (2/3) of the votes which members present at the meeting in person or by proxy were entitled to cast, as well as, in the case of any class entitled to vote as a class thereon by the terms of the articles of incorporation or of the bylaws, at least two-thirds (2/3) of the votes which members of any such class who were present at the meeting in person or by proxy were entitled to cast; or

(B) A statement that the amendment was adopted by a consent in writing signed by all members entitled to vote with respect thereto; and

(3) Where any merging or consolidating corporation has no members or no members having voting rights, then as to each corporation a statement of that fact, the date of the meeting of the board of directors at which the plan was adopted, and a statement of the fact that the plan received the vote of a majority of the directors in office.

(c) The original and a copy of the articles of merger or articles of consolidation shall be delivered to the Secretary of State.

(d) If the Secretary of State finds that the articles conform to law, he or she shall, when all fees have been paid, including a fee of ten dollars ($10.00) for filing articles of merger or consolidation and issuing a certificate therefor: (1) Endorse on the original and the copy the word "Filed" and the month, day, and year of the filing thereof; (2) File the original in his or her office; and (3) Issue a certificate of merger or a certificate of consolidation to which he or she shall affix the copy.

(1) Endorse on the original and the copy the word "Filed" and the month, day, and year of the filing thereof;

(2) File the original in his or her office; and

(3) Issue a certificate of merger or a certificate of consolidation to which he or she shall affix the copy.

Acts 1983, No. 614, § 4; A.S.A. 1947, § 64-1928.
Ark. Code Ann. § 4-88-107 — AR Code / Title 4 / Chapter 88 / Subchapter 1 / Section 4-88-107
Deceptive and unconscionable trade practices generally
Status: in_force

(a) Deceptive and unconscionable trade practices made unlawful and prohibited by this chapter include, but are not limited to, the following: (1) Knowingly making a false representation as to the characteristics, ingredients, uses, benefits, alterations, source, sponsorship, approval, or certification of goods or services or as to whether goods are original or new or of a particular standard, quality, grade, style, or model; (2) Disparaging the goods, services, or business of another by false or misleading representation of fact; (3) Advertising the goods or services with the intent not to sell them as advertised; (4) Refusal of a retailer to deliver to a customer purchasing any electronic or mechanical apparatus the record of warranty and statement of service availability which the manufacturer includes in the original carton or container of the product or the refusal to make available on request information relating thereto; (5) The employment of bait-and-switch advertising consisting of an attractive but insincere offer to sell a product or service which the seller in truth does not intend or desire to sell, evidenced by: (A) A refusal to show or a disparagement of the advertised product; (B) The requirement of a tie-in sale or other undisclosed conditions precedent to the purchase; (C) A demonstration of a defective product; or (D) Other acts demonstrating an intent not to sell the advertised product or services; (6) Knowingly failing to identify flood, water, fire, or accidentally damaged goods as to such damages; (7) Making a false representation that contributions solicited for charitable purposes shall be spent in a specific manner or for specified purposes; (8) Knowingly taking advantage of a consumer who is reasonably unable to protect his or her interest because of: (A) Physical infirmity; (B) Ignorance; (C) Illiteracy; (D) Inability to understand the language of the agreement; or (E) A similar factor; (9) The offering for sale, assembly, or drafting of any trust document, including a living trust, by a nonlawyer, excluding the marketing, assembly, and funding by bank trust departments and trust companies; (10) Engaging in any other unconscionable, false, or deceptive act or practice in business, commerce, or trade; (11) (A) Displaying or causing to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (B) Subdivision (a)(11)(A) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 ; and (12) Knowingly facilitating, assisting, intermediating, or in any way aiding the operation or continuance of an act or practice that is in violation of this chapter. (b) The deceptive and unconscionable trade practices listed in this section are in addition to and do not limit the types of unfair trade practices actionable at common law or under other statutes of this state. Amended by Act 2021, No. 1015,§ 2, eff. 7/28/2021. Amended by Act 2019, No. 677,§ 2, eff. 7/24/2019. Acts 1971, No. 92, § 6; A.S.A. 1947, § 70-906; Acts 1991, No. 1177, § 3; 1993, No. 587, § 2; 1995, No. 1306, § 1; 2003, No. 1465, § 2.

(a) Deceptive and unconscionable trade practices made unlawful and prohibited by this chapter include, but are not limited to, the following: (1) Knowingly making a false representation as to the characteristics, ingredients, uses, benefits, alterations, source, sponsorship, approval, or certification of goods or services or as to whether goods are original or new or of a particular standard, quality, grade, style, or model; (2) Disparaging the goods, services, or business of another by false or misleading representation of fact; (3) Advertising the goods or services with the intent not to sell them as advertised; (4) Refusal of a retailer to deliver to a customer purchasing any electronic or mechanical apparatus the record of warranty and statement of service availability which the manufacturer includes in the original carton or container of the product or the refusal to make available on request information relating thereto; (5) The employment of bait-and-switch advertising consisting of an attractive but insincere offer to sell a product or service which the seller in truth does not intend or desire to sell, evidenced by: (A) A refusal to show or a disparagement of the advertised product; (B) The requirement of a tie-in sale or other undisclosed conditions precedent to the purchase; (C) A demonstration of a defective product; or (D) Other acts demonstrating an intent not to sell the advertised product or services; (6) Knowingly failing to identify flood, water, fire, or accidentally damaged goods as to such damages; (7) Making a false representation that contributions solicited for charitable purposes shall be spent in a specific manner or for specified purposes; (8) Knowingly taking advantage of a consumer who is reasonably unable to protect his or her interest because of: (A) Physical infirmity; (B) Ignorance; (C) Illiteracy; (D) Inability to understand the language of the agreement; or (E) A similar factor; (9) The offering for sale, assembly, or drafting of any trust document, including a living trust, by a nonlawyer, excluding the marketing, assembly, and funding by bank trust departments and trust companies; (10) Engaging in any other unconscionable, false, or deceptive act or practice in business, commerce, or trade; (11) (A) Displaying or causing to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (B) Subdivision (a)(11)(A) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 ; and (12) Knowingly facilitating, assisting, intermediating, or in any way aiding the operation or continuance of an act or practice that is in violation of this chapter.

(1) Knowingly making a false representation as to the characteristics, ingredients, uses, benefits, alterations, source, sponsorship, approval, or certification of goods or services or as to whether goods are original or new or of a particular standard, quality, grade, style, or model;

(2) Disparaging the goods, services, or business of another by false or misleading representation of fact;

(3) Advertising the goods or services with the intent not to sell them as advertised;

(4) Refusal of a retailer to deliver to a customer purchasing any electronic or mechanical apparatus the record of warranty and statement of service availability which the manufacturer includes in the original carton or container of the product or the refusal to make available on request information relating thereto;

(5) The employment of bait-and-switch advertising consisting of an attractive but insincere offer to sell a product or service which the seller in truth does not intend or desire to sell, evidenced by: (A) A refusal to show or a disparagement of the advertised product; (B) The requirement of a tie-in sale or other undisclosed conditions precedent to the purchase; (C) A demonstration of a defective product; or (D) Other acts demonstrating an intent not to sell the advertised product or services;

(A) A refusal to show or a disparagement of the advertised product;

(B) The requirement of a tie-in sale or other undisclosed conditions precedent to the purchase;

(C) A demonstration of a defective product; or

(D) Other acts demonstrating an intent not to sell the advertised product or services;

(6) Knowingly failing to identify flood, water, fire, or accidentally damaged goods as to such damages;

(7) Making a false representation that contributions solicited for charitable purposes shall be spent in a specific manner or for specified purposes;

(8) Knowingly taking advantage of a consumer who is reasonably unable to protect his or her interest because of: (A) Physical infirmity; (B) Ignorance; (C) Illiteracy; (D) Inability to understand the language of the agreement; or (E) A similar factor;

(A) Physical infirmity;

(B) Ignorance;

(C) Illiteracy;

(D) Inability to understand the language of the agreement; or

(E) A similar factor;

(9) The offering for sale, assembly, or drafting of any trust document, including a living trust, by a nonlawyer, excluding the marketing, assembly, and funding by bank trust departments and trust companies;

(10) Engaging in any other unconscionable, false, or deceptive act or practice in business, commerce, or trade;

(11) (A) Displaying or causing to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (B) Subdivision (a)(11)(A) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 ; and

(A) Displaying or causing to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service.

(B) Subdivision (a)(11)(A) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 ; and

(12) Knowingly facilitating, assisting, intermediating, or in any way aiding the operation or continuance of an act or practice that is in violation of this chapter.

(b) The deceptive and unconscionable trade practices listed in this section are in addition to and do not limit the types of unfair trade practices actionable at common law or under other statutes of this state.

Amended by Act 2021, No. 1015,§ 2, eff. 7/28/2021.

Amended by Act 2019, No. 677,§ 2, eff. 7/24/2019.

Acts 1971, No. 92, § 6; A.S.A. 1947, § 70-906; Acts 1991, No. 1177, § 3; 1993, No. 587, § 2; 1995, No. 1306, § 1; 2003, No. 1465, § 2.
Ark. Code Ann. § 4-27-1103 — AR Code / Title 4 / Chapter 27 / Subchapter 11 / Section 4-27-1103
Action on plan of conversion by converting corporation
Status: in_force

(a) A plan of conversion may be approved if the: (1) Board of directors recommends the plan of conversion to the shareholders, unless the board of directors: (A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and (B) Communicates the basis for its determination at the time the plan of conversion is submitted to the shareholders; and (2) Shareholders entitled to vote approve the plan. (b) The board of directors may condition its submission of the proposed conversion on any basis. (c) (1) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with § 4-27-705 . (2) The notice shall: (A) State that a purpose of the meeting is to consider the plan of conversion; and (B) Contain or be accompanied by a copy or summary of the plan. (d) Unless this chapter, the articles of incorporation, or the board of directors acting under subsection (b) of this section require a greater vote or a vote by voting groups, the plan of conversion to be authorized must be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by the voting group. (e) Subject to any contractual rights, until a conversion is filed under § 4-27-1104 , a converting corporation may amend the plan or abandon the planned conversion: (1) As provided in the plan; and (2) Except as prohibited by the plan, by the same consent required to approve the plan. 2009, No. 408, § 2.

(a) A plan of conversion may be approved if the: (1) Board of directors recommends the plan of conversion to the shareholders, unless the board of directors: (A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and (B) Communicates the basis for its determination at the time the plan of conversion is submitted to the shareholders; and (2) Shareholders entitled to vote approve the plan.

(1) Board of directors recommends the plan of conversion to the shareholders, unless the board of directors: (A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and (B) Communicates the basis for its determination at the time the plan of conversion is submitted to the shareholders; and

(A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and

(B) Communicates the basis for its determination at the time the plan of conversion is submitted to the shareholders; and

(2) Shareholders entitled to vote approve the plan.

(b) The board of directors may condition its submission of the proposed conversion on any basis.

(c) (1) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with § 4-27-705 . (2) The notice shall: (A) State that a purpose of the meeting is to consider the plan of conversion; and (B) Contain or be accompanied by a copy or summary of the plan.

(1) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with § 4-27-705 .

(2) The notice shall: (A) State that a purpose of the meeting is to consider the plan of conversion; and (B) Contain or be accompanied by a copy or summary of the plan.

(A) State that a purpose of the meeting is to consider the plan of conversion; and

(B) Contain or be accompanied by a copy or summary of the plan.

(d) Unless this chapter, the articles of incorporation, or the board of directors acting under subsection (b) of this section require a greater vote or a vote by voting groups, the plan of conversion to be authorized must be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by the voting group.

(e) Subject to any contractual rights, until a conversion is filed under § 4-27-1104 , a converting corporation may amend the plan or abandon the planned conversion: (1) As provided in the plan; and (2) Except as prohibited by the plan, by the same consent required to approve the plan.

(1) As provided in the plan; and

(2) Except as prohibited by the plan, by the same consent required to approve the plan.

2009, No. 408, § 2.
Ark. Code Ann. § 4-47-605 — AR Code / Title 4 / Chapter 47 / Subchapter 6 / Section 4-47-605
Effect of dissociation as general partner
Status: in_force

(a) Upon a person's dissociation as a general partner: (1) the person's right to participate as a general partner in the management and conduct of the partnership's activities terminates; (2) the person's duty of loyalty as a general partner under § 4-47-408(b)(3) terminates; (3) the person's duty of loyalty as a general partner under § 4-47-408(b)(1) and (2) and duty of care under § 4-47-408(c) continue only with regard to matters arising and events occurring before the person's dissociation as a general partner; (4) the person may sign and deliver to the Secretary of State for filing a statement of dissociation pertaining to the person and, at the request of the limited partnership, shall sign an amendment to the certificate of limited partnership which states that the person has dissociated; and (5) subject to § 4-47-704 and subchapter 11, any transferable interest owned by the person immediately before dissociation in the person's capacity as a general partner is owned by the person as a mere transferee. (b) A person's dissociation as a general partner does not of itself discharge the person from any obligation to the limited partnership or the other partners which the person incurred while a general partner. Acts 2007, No. 15, § 1.

(a) Upon a person's dissociation as a general partner: (1) the person's right to participate as a general partner in the management and conduct of the partnership's activities terminates; (2) the person's duty of loyalty as a general partner under § 4-47-408(b)(3) terminates; (3) the person's duty of loyalty as a general partner under § 4-47-408(b)(1) and (2) and duty of care under § 4-47-408(c) continue only with regard to matters arising and events occurring before the person's dissociation as a general partner; (4) the person may sign and deliver to the Secretary of State for filing a statement of dissociation pertaining to the person and, at the request of the limited partnership, shall sign an amendment to the certificate of limited partnership which states that the person has dissociated; and (5) subject to § 4-47-704 and subchapter 11, any transferable interest owned by the person immediately before dissociation in the person's capacity as a general partner is owned by the person as a mere transferee.

(1) the person's right to participate as a general partner in the management and conduct of the partnership's activities terminates;

(2) the person's duty of loyalty as a general partner under § 4-47-408(b)(3) terminates;

(3) the person's duty of loyalty as a general partner under § 4-47-408(b)(1) and (2) and duty of care under § 4-47-408(c) continue only with regard to matters arising and events occurring before the person's dissociation as a general partner;

(4) the person may sign and deliver to the Secretary of State for filing a statement of dissociation pertaining to the person and, at the request of the limited partnership, shall sign an amendment to the certificate of limited partnership which states that the person has dissociated; and

(5) subject to § 4-47-704 and subchapter 11, any transferable interest owned by the person immediately before dissociation in the person's capacity as a general partner is owned by the person as a mere transferee.

(b) A person's dissociation as a general partner does not of itself discharge the person from any obligation to the limited partnership or the other partners which the person incurred while a general partner.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-99-302 — AR Code / Title 4 / Chapter 99 / Subchapter 3 / Section 4-99-302
Prohibition
Status: in_force

(a) It is a violation of this subchapter for any person to make or transmit a telephone solicitation while using any method, including, but not limited to, per call blocking or per line blocking, that prevents caller identification information for the telephone solicitor's lines used to make telephone calls to a consumer from being shown by a device capable of displaying caller identification information. (b) (1) It is a violation of this subchapter for a person making or transmitting a telephone solicitation by any method to display or cause to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (2) Subdivision (b)(1) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 . Amended by Act 2019, No. 677,§ 5, eff. 7/24/2019. Acts 1999, No. 1361, § 1; 2003, No. 1465, § 6.

(a) It is a violation of this subchapter for any person to make or transmit a telephone solicitation while using any method, including, but not limited to, per call blocking or per line blocking, that prevents caller identification information for the telephone solicitor's lines used to make telephone calls to a consumer from being shown by a device capable of displaying caller identification information.

(b) (1) It is a violation of this subchapter for a person making or transmitting a telephone solicitation by any method to display or cause to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (2) Subdivision (b)(1) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 .

(1) It is a violation of this subchapter for a person making or transmitting a telephone solicitation by any method to display or cause to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service.

(2) Subdivision (b)(1) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 .

Amended by Act 2019, No. 677,§ 5, eff. 7/24/2019.

Acts 1999, No. 1361, § 1; 2003, No. 1465, § 6.
Ark. Code Ann. § 4-35-102 — AR Code / Title 4 / Chapter 35 / Subchapter 1 / Section 4-35-102
Title
Status: in_force

This chapter shall be known and may be cited as the "Water Authority Act". Acts 2003, No. 1330, § 3.

This chapter shall be known and may be cited as the "Water Authority Act".

Acts 2003, No. 1330, § 3.
Ark. Code Ann. § 4-59-306 — AR Code / Title 4 / Chapter 59 / Subchapter 3 / Section 4-59-306
Negotiation of bill for unowned or mortgaged goods
Status: in_force

Any person who ships goods to which he or she does not have title or upon which there is a lien or mortgage and who takes for such goods a negotiable bill which he or she afterwards negotiates for value with intent to deceive and without disclosing his or her want of title or the existence of the lien or mortgage shall be guilty of a Class A misdemeanor. Acts 1941, No. 264, § 47; A.S.A. 1947, § 68-1147; Acts 2005, No. 1994, § 215.

Any person who ships goods to which he or she does not have title or upon which there is a lien or mortgage and who takes for such goods a negotiable bill which he or she afterwards negotiates for value with intent to deceive and without disclosing his or her want of title or the existence of the lien or mortgage shall be guilty of a Class A misdemeanor.

Acts 1941, No. 264, § 47; A.S.A. 1947, § 68-1147; Acts 2005, No. 1994, § 215.
Ark. Code Ann. § 4-119-101 — AR Code / Title 4 / Chapter 119 / Section 4-119-101
Title
Status: in_force

This chapter shall be known and may be cited as the "Online Marketplace Consumer Inform Act". Added by Act 2021, No. 555,§ 1, eff. 7/28/2021.

This chapter shall be known and may be cited as the "Online Marketplace Consumer Inform Act".

Added by Act 2021, No. 555,§ 1, eff. 7/28/2021.
Ark. Code Ann. § 4-94-103 — AR Code / Title 4 / Chapter 94 / Section 4-94-103
Scope of chapter
Status: in_force

The provisions of this chapter are not exclusive and do not relieve the parties or the contracts subject thereto from compliance with all other applicable provisions of law. Acts 1989, No. 264, § 6.

The provisions of this chapter are not exclusive and do not relieve the parties or the contracts subject thereto from compliance with all other applicable provisions of law.

Acts 1989, No. 264, § 6.
Ark. Code Ann. § 4-46-903 — AR Code / Title 4 / Chapter 46 / Subchapter 9 / Section 4-46-903
Action on plan of conversion by converting partnership
Status: in_force

(a) Subject to § 4-46-910 , a plan of conversion must be consented to by all of the partners of a converting partnership. (b) Subject to § 4-46-910 and any contractual rights, until a conversion is filed under § 4-46-904 , a converting partnership may amend the plan or abandon the planned conversion: (1) As provided in the plan; and (2) Except as prohibited by the plan, by the same consent required to approve the plan. Acts 2009, No. 408, § 6.

(a) Subject to § 4-46-910 , a plan of conversion must be consented to by all of the partners of a converting partnership.

(b) Subject to § 4-46-910 and any contractual rights, until a conversion is filed under § 4-46-904 , a converting partnership may amend the plan or abandon the planned conversion: (1) As provided in the plan; and (2) Except as prohibited by the plan, by the same consent required to approve the plan.

(1) As provided in the plan; and

(2) Except as prohibited by the plan, by the same consent required to approve the plan.

Acts 2009, No. 408, § 6.
Ark. Code Ann. § 4-37-201 — AR Code / Title 4 / Chapter 37 / Subchapter 2 / Section 4-37-201
Protected series designation - Amendment
Status: in_force

(a) With the affirmative vote or consent of all members of a limited liability company, the company may establish a protected series. (b) To establish a protected series, a limited liability company shall deliver to the Secretary of State for filing a protected series designation, signed by the company, stating the name of the company and the name of the protected series to be established. (c) A protected series is established when the protected series designation takes effect under § 4-38-207 . (d) To amend a protected series designation, a series limited liability company shall deliver to the Secretary of State for filing a statement of designation change, signed by the company, that changes the name of the company, the name of the protected series to which the designation applies, or both. The change takes effect when the statement of designation change takes effect under § 4-38-207 . (e) A record signed by a limited liability company must be signed by a person authorized by the company. Amended by Act 2021, No. 1041,§ 11, eff. 7/28/2021. Amended by Act 2021, No. 1041,§ 10, eff. 7/28/2021. Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.

(a) With the affirmative vote or consent of all members of a limited liability company, the company may establish a protected series.

(b) To establish a protected series, a limited liability company shall deliver to the Secretary of State for filing a protected series designation, signed by the company, stating the name of the company and the name of the protected series to be established.

(c) A protected series is established when the protected series designation takes effect under § 4-38-207 .

(d) To amend a protected series designation, a series limited liability company shall deliver to the Secretary of State for filing a statement of designation change, signed by the company, that changes the name of the company, the name of the protected series to which the designation applies, or both. The change takes effect when the statement of designation change takes effect under § 4-38-207 .

(e) A record signed by a limited liability company must be signed by a person authorized by the company.

Amended by Act 2021, No. 1041,§ 11, eff. 7/28/2021.

Amended by Act 2021, No. 1041,§ 10, eff. 7/28/2021.

Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-46-401 — AR Code / Title 4 / Chapter 46 / Subchapter 4 / Section 4-46-401
Partner's rights and duties
Status: in_force

(a) Each partner is deemed to have an account that is: (1) credited with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, the partner contributes to the partnership and the partner's share of the partnership profits; and (2) charged with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, distributed by the partnership to the partner and the partner's share of the partnership losses. (b) Each partner is entitled to an equal share of the partnership profits and is chargeable with a share of the partnership losses in proportion to the partner's share of the profits. (c) A partnership shall reimburse a partner for payments made and indemnify a partner for liabilities incurred by the partner in the ordinary course of the business of the partnership or for the preservation of its business or property. (d) A partnership shall reimburse a partner for an advance to the partnership beyond the amount of capital the partner agreed to contribute. (e) A payment or advance made by a partner which gives rise to a partnership obligation under subsection (c) or (d) of this section constitutes a loan to the partnership which accrues interest from the date of the payment or advance. (f) Each partner has equal rights in the management and conduct of the partnership business. (g) A partner may use or possess partnership property only on behalf of the partnership. (h) A partner is not entitled to remuneration for services performed for the partnership, except for reasonable compensation for services rendered in winding up the business of the partnership. (i) A person may become a partner only with the consent of all of the partners. (j) A difference arising as to a matter in the ordinary course of business of a partnership may be decided by a majority of the partners. An act outside the ordinary course of business of a partnership and an amendment to the partnership agreement may be undertaken only with the consent of all of the partners. (k) This section does not affect the obligations of a partnership to other persons under § 4-46-301 . Acts 1999, No. 1518, § 401.

(a) Each partner is deemed to have an account that is: (1) credited with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, the partner contributes to the partnership and the partner's share of the partnership profits; and (2) charged with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, distributed by the partnership to the partner and the partner's share of the partnership losses.

(1) credited with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, the partner contributes to the partnership and the partner's share of the partnership profits; and

(2) charged with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, distributed by the partnership to the partner and the partner's share of the partnership losses.

(b) Each partner is entitled to an equal share of the partnership profits and is chargeable with a share of the partnership losses in proportion to the partner's share of the profits.

(c) A partnership shall reimburse a partner for payments made and indemnify a partner for liabilities incurred by the partner in the ordinary course of the business of the partnership or for the preservation of its business or property.

(d) A partnership shall reimburse a partner for an advance to the partnership beyond the amount of capital the partner agreed to contribute.

(e) A payment or advance made by a partner which gives rise to a partnership obligation under subsection (c) or (d) of this section constitutes a loan to the partnership which accrues interest from the date of the payment or advance.

(f) Each partner has equal rights in the management and conduct of the partnership business.

(g) A partner may use or possess partnership property only on behalf of the partnership.

(h) A partner is not entitled to remuneration for services performed for the partnership, except for reasonable compensation for services rendered in winding up the business of the partnership.

(i) A person may become a partner only with the consent of all of the partners.

(j) A difference arising as to a matter in the ordinary course of business of a partnership may be decided by a majority of the partners. An act outside the ordinary course of business of a partnership and an amendment to the partnership agreement may be undertaken only with the consent of all of the partners.

(k) This section does not affect the obligations of a partnership to other persons under § 4-46-301 .

Acts 1999, No. 1518, § 401.
Ark. Code Ann. § 4-119-104 — AR Code / Title 4 / Chapter 119 / Section 4-119-104
Violation of Deceptive Trade Practices Act - Enforcement
Status: in_force

(a) A violation of this chapter is an unfair and deceptive act or practice, as defined by the Deceptive Trade Practices Act, § 4-88-101 et seq. (b) All remedies, penalties, and authority granted to the Attorney General under the Deceptive Trade Practices Act, § 4-88-101 et seq., shall be available to the Attorney General for the enforcement of this chapter. Added by Act 2021, No. 555,§ 1, eff. 7/28/2021.

(a) A violation of this chapter is an unfair and deceptive act or practice, as defined by the Deceptive Trade Practices Act, § 4-88-101 et seq.

(b) All remedies, penalties, and authority granted to the Attorney General under the Deceptive Trade Practices Act, § 4-88-101 et seq., shall be available to the Attorney General for the enforcement of this chapter.

Added by Act 2021, No. 555,§ 1, eff. 7/28/2021.
Ark. Code Ann. § 4-18-318 — AR Code / Title 4 / Chapter 18 / Subchapter 3 / Section 4-18-318
Sale from bulk
Status: in_force

All bulk sales in which the buyer and seller are not both present to witness the measurement, all bulk deliveries of heating fuel, and all other bulk sales specified by rule or regulation of the State Plant Board, shall be accompanied by a delivery ticket containing the following information: (a) the name and address of the buyer and seller; (b) the date delivered; (c) the quantity delivered and the quantity upon which the price is based, if this differs from the delivered quantity, for example, when temperature compensated sales are made; (d) the unit price, unless otherwise agreed upon by both buyer and seller; (e) the identity in the most descriptive terms commercially practicable, including any quality representation made in connection with the sale; and (f) count of individually wrapped packages, if more than one (1), in the instance of commodities bought from bulk but delivered in packages. Acts 2001, No. 587, § 18.

All bulk sales in which the buyer and seller are not both present to witness the measurement, all bulk deliveries of heating fuel, and all other bulk sales specified by rule or regulation of the State Plant Board, shall be accompanied by a delivery ticket containing the following information:

(a) the name and address of the buyer and seller;

(b) the date delivered;

(c) the quantity delivered and the quantity upon which the price is based, if this differs from the delivered quantity, for example, when temperature compensated sales are made;

(d) the unit price, unless otherwise agreed upon by both buyer and seller;

(e) the identity in the most descriptive terms commercially practicable, including any quality representation made in connection with the sale; and

(f) count of individually wrapped packages, if more than one (1), in the instance of commodities bought from bulk but delivered in packages.

Acts 2001, No. 587, § 18.
Ark. Code Ann. § 4-71-215 — AR Code / Title 4 / Chapter 71 / Subchapter 2 / Section 4-71-215
Forum for actions regarding registration - Service on out-of-state registrants
Status: in_force

(a) (1) Actions to require cancellation of a mark registered pursuant to this subchapter or in mandamus to compel registration of a mark pursuant to this subchapter shall be brought in the circuit court. (2) (A) In an action in mandamus, the proceeding shall be based solely upon the record before the Secretary of State. (B) In an action for cancellation, the Secretary of State shall not be made a party to the proceeding but shall be notified of the filing of the complaint by the clerk of the court in which it is filed and shall be given the right to intervene in the action. (b) In any action brought against a nonresident registrant, service may be effected upon the Secretary of State as agent for service of the registrant in accordance with the procedures established for service upon nonresident corporations and business entities under §§ 16-58-126 and 16-58-127 . Acts 1997, No. 1109, § 15.

(a) (1) Actions to require cancellation of a mark registered pursuant to this subchapter or in mandamus to compel registration of a mark pursuant to this subchapter shall be brought in the circuit court. (2) (A) In an action in mandamus, the proceeding shall be based solely upon the record before the Secretary of State. (B) In an action for cancellation, the Secretary of State shall not be made a party to the proceeding but shall be notified of the filing of the complaint by the clerk of the court in which it is filed and shall be given the right to intervene in the action.

(1) Actions to require cancellation of a mark registered pursuant to this subchapter or in mandamus to compel registration of a mark pursuant to this subchapter shall be brought in the circuit court.

(2) (A) In an action in mandamus, the proceeding shall be based solely upon the record before the Secretary of State. (B) In an action for cancellation, the Secretary of State shall not be made a party to the proceeding but shall be notified of the filing of the complaint by the clerk of the court in which it is filed and shall be given the right to intervene in the action.

(A) In an action in mandamus, the proceeding shall be based solely upon the record before the Secretary of State.

(B) In an action for cancellation, the Secretary of State shall not be made a party to the proceeding but shall be notified of the filing of the complaint by the clerk of the court in which it is filed and shall be given the right to intervene in the action.

(b) In any action brought against a nonresident registrant, service may be effected upon the Secretary of State as agent for service of the registrant in accordance with the procedures established for service upon nonresident corporations and business entities under §§ 16-58-126 and 16-58-127 .

Acts 1997, No. 1109, § 15.
Ark. Code Ann. § 4-5-107 — AR Code / Title 4 / Chapter 5 / Section 4-5-107
Confirmer, nominated person, and adviser
Status: in_force

(a) A confirmer is directly obligated on a letter of credit and has the rights and obligations of an issuer to the extent of its confirmation. The confirmer also has rights against and obligations to the issuer as if the issuer were an applicant and the confirmer had issued the letter of credit at the request and for the account of the issuer. (b) A nominated person who is not a confirmer is not obligated to honor or otherwise give value for a presentation. (c) A person requested to advise may decline to act as an adviser. An adviser that is not a confirmer is not obligated to honor or give value for a presentation. An adviser undertakes to the issuer and to the beneficiary accurately to advise the terms of the letter of credit, confirmation, amendment, or advice received by that person and undertakes to the beneficiary to check the apparent authenticity of the request to advise. Even if the advice is inaccurate, the letter of credit, confirmation, or amendment is enforceable as issued. (d) A person who notifies a transferee beneficiary of the terms of a letter of credit, confirmation, amendment, or advice has the rights and obligations of an adviser under subsection (c) of this section. The terms in the notice to the transferee beneficiary may differ from the terms in any notice to the transferor beneficiary to the extent permitted by the letter of credit, confirmation, amendment, or advice received by the person who so notifies. Acts 1997, No. 1070, § 1.

(a) A confirmer is directly obligated on a letter of credit and has the rights and obligations of an issuer to the extent of its confirmation. The confirmer also has rights against and obligations to the issuer as if the issuer were an applicant and the confirmer had issued the letter of credit at the request and for the account of the issuer.

(b) A nominated person who is not a confirmer is not obligated to honor or otherwise give value for a presentation.

(c) A person requested to advise may decline to act as an adviser. An adviser that is not a confirmer is not obligated to honor or give value for a presentation. An adviser undertakes to the issuer and to the beneficiary accurately to advise the terms of the letter of credit, confirmation, amendment, or advice received by that person and undertakes to the beneficiary to check the apparent authenticity of the request to advise. Even if the advice is inaccurate, the letter of credit, confirmation, or amendment is enforceable as issued.

(d) A person who notifies a transferee beneficiary of the terms of a letter of credit, confirmation, amendment, or advice has the rights and obligations of an adviser under subsection (c) of this section. The terms in the notice to the transferee beneficiary may differ from the terms in any notice to the transferor beneficiary to the extent permitted by the letter of credit, confirmation, amendment, or advice received by the person who so notifies.

Acts 1997, No. 1070, § 1.
Ark. Code Ann. § 4-75-711 — AR Code / Title 4 / Chapter 75 / Subchapter 7 / Section 4-75-711
Determination of cost generally - Cost surveys
Status: in_force

(a) In determining cost to the wholesaler and cost to the retailer, the court shall receive, and consider as bearing on the bona fides of the cost, evidence tending to show that any person complained against under any of the provisions of this subchapter purchased the cigarettes involved in the complaint before the court at a fictitious price or upon terms or in such manner or under such invoices as to conceal the true cost, discounts, or terms of purchase, and shall also receive and consider as bearing on the bona fides of the costs, evidence of the normal, customary, and prevailing terms and discounts in connection with other sales of a similar nature in the trade area or state. (b) Where a cost survey pursuant to recognized statistical and cost accounting practices has been made for the trading area in which a violation of this subchapter is committed or charged to determine and establish on the basis of actual existing conditions the lowest cost to wholesalers or the lowest cost to retailers within the area, the cost survey shall be deemed competent evidence in any action or proceeding under this subchapter as tending to prove actual cost to the wholesaler or actual cost to the retailer complained against, but any party against whom any such cost survey may be introduced in evidence shall have the right to offer evidence tending to prove any inaccuracy of the cost survey or any state of facts which would impair its probative value. Acts 1951, No. 101, § 9; A.S.A. 1947, § 70-609.

(a) In determining cost to the wholesaler and cost to the retailer, the court shall receive, and consider as bearing on the bona fides of the cost, evidence tending to show that any person complained against under any of the provisions of this subchapter purchased the cigarettes involved in the complaint before the court at a fictitious price or upon terms or in such manner or under such invoices as to conceal the true cost, discounts, or terms of purchase, and shall also receive and consider as bearing on the bona fides of the costs, evidence of the normal, customary, and prevailing terms and discounts in connection with other sales of a similar nature in the trade area or state.

(b) Where a cost survey pursuant to recognized statistical and cost accounting practices has been made for the trading area in which a violation of this subchapter is committed or charged to determine and establish on the basis of actual existing conditions the lowest cost to wholesalers or the lowest cost to retailers within the area, the cost survey shall be deemed competent evidence in any action or proceeding under this subchapter as tending to prove actual cost to the wholesaler or actual cost to the retailer complained against, but any party against whom any such cost survey may be introduced in evidence shall have the right to offer evidence tending to prove any inaccuracy of the cost survey or any state of facts which would impair its probative value.

Acts 1951, No. 101, § 9; A.S.A. 1947, § 70-609.
Ark. Code Ann. § 4-75-1306 — AR Code / Title 4 / Chapter 75 / Subchapter 13 / Section 4-75-1306
Disclosure
Status: in_force

(a) (1) A student-athlete who enters into a contract related to the commercial use of the student-athlete's publicity rights shall disclose to a designated official of the student-athlete's institution of higher education the existence of the contract, including the contract terms, conditions, parties, and compensation amounts. (2) The disclosure described in subdivision (a)(1) of this section shall be made within a time period and in a manner designated by the institution of higher education. (b) (1) A professional representative of a student-athlete for a contractual or legal matter regarding the student-athlete's opportunity to earn compensation for the commercial use of the student-athlete's publicity rights shall disclose to a designated official of the student-athlete's institution of higher education the relationship between the professional representative and the student-athlete and the existence of the contract, including without limitation the contract terms, conditions, parties, and compensation amounts. (2) The disclosure described in subdivision (b)(1) of this section shall be made within a time period and in a manner designated by the institution of higher education. Added by Act 2021, No. 810,§ 1, eff. 1/1/2022.

(a) (1) A student-athlete who enters into a contract related to the commercial use of the student-athlete's publicity rights shall disclose to a designated official of the student-athlete's institution of higher education the existence of the contract, including the contract terms, conditions, parties, and compensation amounts. (2) The disclosure described in subdivision (a)(1) of this section shall be made within a time period and in a manner designated by the institution of higher education.

(1) A student-athlete who enters into a contract related to the commercial use of the student-athlete's publicity rights shall disclose to a designated official of the student-athlete's institution of higher education the existence of the contract, including the contract terms, conditions, parties, and compensation amounts.

(2) The disclosure described in subdivision (a)(1) of this section shall be made within a time period and in a manner designated by the institution of higher education.

(b) (1) A professional representative of a student-athlete for a contractual or legal matter regarding the student-athlete's opportunity to earn compensation for the commercial use of the student-athlete's publicity rights shall disclose to a designated official of the student-athlete's institution of higher education the relationship between the professional representative and the student-athlete and the existence of the contract, including without limitation the contract terms, conditions, parties, and compensation amounts. (2) The disclosure described in subdivision (b)(1) of this section shall be made within a time period and in a manner designated by the institution of higher education.

(1) A professional representative of a student-athlete for a contractual or legal matter regarding the student-athlete's opportunity to earn compensation for the commercial use of the student-athlete's publicity rights shall disclose to a designated official of the student-athlete's institution of higher education the relationship between the professional representative and the student-athlete and the existence of the contract, including without limitation the contract terms, conditions, parties, and compensation amounts.

(2) The disclosure described in subdivision (b)(1) of this section shall be made within a time period and in a manner designated by the institution of higher education.

Added by Act 2021, No. 810,§ 1, eff. 1/1/2022.
Ark. Code Ann. § 4-75-712 — AR Code / Title 4 / Chapter 75 / Subchapter 7 / Section 4-75-712
Determination of cost - Sales outside ordinary channels of business
Status: in_force

In establishing the basic cost of cigarettes to a wholesaler or a retailer, it shall not be permissible to use the invoice cost or the actual cost of any cigarettes purchased at a forced, bankrupt, or closeout sale, or other sale outside of the ordinary channels of trade. Acts 1951, No. 101, § 10; A.S.A. 1947, § 70-610.

In establishing the basic cost of cigarettes to a wholesaler or a retailer, it shall not be permissible to use the invoice cost or the actual cost of any cigarettes purchased at a forced, bankrupt, or closeout sale, or other sale outside of the ordinary channels of trade.

Acts 1951, No. 101, § 10; A.S.A. 1947, § 70-610.
Ark. Code Ann. § 4-75-901 — AR Code / Title 4 / Chapter 75 / Subchapter 9 / Section 4-75-901
Purpose
Status: in_force

The purpose of this subchapter is to establish fair and open procedures for the bidding and negotiation of motion pictures within the state in order to prevent unfair and deceptive acts or practices and unreasonable restraints of trade in the business of motion picture distribution within the state, promote fair and effective competition in that business, and benefit the movie-going public by holding down admission prices to motion picture theatres, expanding the choice of motion pictures available to the public, and preventing exposure of the public to objectionable or unsuitable motion pictures by ensuring that exhibitors have the opportunity to view a picture before committing themselves to exhibiting it. Acts 1981, No. 606, § 1; A.S.A. 1947, § 70-1101.

The purpose of this subchapter is to establish fair and open procedures for the bidding and negotiation of motion pictures within the state in order to prevent unfair and deceptive acts or practices and unreasonable restraints of trade in the business of motion picture distribution within the state, promote fair and effective competition in that business, and benefit the movie-going public by holding down admission prices to motion picture theatres, expanding the choice of motion pictures available to the public, and preventing exposure of the public to objectionable or unsuitable motion pictures by ensuring that exhibitors have the opportunity to view a picture before committing themselves to exhibiting it.

Acts 1981, No. 606, § 1; A.S.A. 1947, § 70-1101.
Ark. Code Ann. § 4-99-111 — AR Code / Title 4 / Chapter 99 / Subchapter 1 / Section 4-99-111
Remedies provided for violation of provisions of this chapter not exclusive - Rights of Attorney General
Status: in_force

(a) The provisions of this chapter are not exclusive. The remedies specified in this chapter for violation of any section of this chapter or for conduct proscribed by any section of this chapter shall be in addition to any other procedures or remedies for any violation or conduct provided for in any other law. (b) Violation of any of the provisions of this chapter shall constitute an unfair or deceptive act or practice as defined by the Deceptive Trade Practices Act, § 4-88-101 et seq. All remedies, penalties, and authority granted to the Attorney General under the Deceptive Trade Practices Act, § 4-88-101 et seq., shall be available to the Attorney General for the enforcement of this chapter. Acts 1993, No. 137, § 12.

(a) The provisions of this chapter are not exclusive. The remedies specified in this chapter for violation of any section of this chapter or for conduct proscribed by any section of this chapter shall be in addition to any other procedures or remedies for any violation or conduct provided for in any other law.

(b) Violation of any of the provisions of this chapter shall constitute an unfair or deceptive act or practice as defined by the Deceptive Trade Practices Act, § 4-88-101 et seq. All remedies, penalties, and authority granted to the Attorney General under the Deceptive Trade Practices Act, § 4-88-101 et seq., shall be available to the Attorney General for the enforcement of this chapter.

Acts 1993, No. 137, § 12.
Ark. Code Ann. § 4-47-1004 — AR Code / Title 4 / Chapter 47 / Subchapter 10 / Section 4-47-1004
Pleading
Status: in_force

In a derivative action, the complaint must state with particularity: (1) the date and content of plaintiff's demand and the general partners' response to the demand; or (2) why demand should be excused as futile. Acts 2007, No. 15, § 1.

In a derivative action, the complaint must state with particularity:

(1) the date and content of plaintiff's demand and the general partners' response to the demand; or

(2) why demand should be excused as futile.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-99-108 — AR Code / Title 4 / Chapter 99 / Subchapter 1 / Section 4-99-108
Information to be provided each prospective purchaser
Status: in_force

(a) If the telephonic seller represents or implies that a prospective purchaser will receive, without charge therefor, certain specific items, or one (1) item from among designated items, whether the items are denominated as gifts, premiums, bonuses, prizes, awards, or otherwise, the seller shall provide, at the time the solicitation is made and prior to consummation of any sales transaction, the following: (1) The manner in which the telephonic seller decides which item or items a particular prospective purchaser is to receive; (2) The odds a single prospective purchaser has of receiving each described item; (3) All state rules, federal rules or regulations, terms, and conditions a prospective purchaser must meet in order to receive the item; (4) The complete street address of the location from which the salesperson is calling the prospective purchaser and, if different, the complete street address of the telephonic seller's principal location; and (5) The total number of individuals who have actually received from the telephonic seller, during the preceding twelve (12) months or, if the seller has not been in business that long, during the period the seller has been in business, the item having the greatest value and the item with the smallest odds of being received. (b) No seller shall make or authorize the making of any reference to its compliance with this chapter to any prospective or actual purchaser. (c) (1) A person making or transmitting a telephone solicitation shall not display or cause to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (2) Subdivision (c)(1) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 . Amended by Act 2019, No. 315,§ 141, eff. 7/24/2019. Amended by Act 2019, No. 677,§ 4, eff. 7/24/2019. Acts 1993, No. 137, §§ 7, 9; 2003, No. 1465, § 4.

(a) If the telephonic seller represents or implies that a prospective purchaser will receive, without charge therefor, certain specific items, or one (1) item from among designated items, whether the items are denominated as gifts, premiums, bonuses, prizes, awards, or otherwise, the seller shall provide, at the time the solicitation is made and prior to consummation of any sales transaction, the following: (1) The manner in which the telephonic seller decides which item or items a particular prospective purchaser is to receive; (2) The odds a single prospective purchaser has of receiving each described item; (3) All state rules, federal rules or regulations, terms, and conditions a prospective purchaser must meet in order to receive the item; (4) The complete street address of the location from which the salesperson is calling the prospective purchaser and, if different, the complete street address of the telephonic seller's principal location; and (5) The total number of individuals who have actually received from the telephonic seller, during the preceding twelve (12) months or, if the seller has not been in business that long, during the period the seller has been in business, the item having the greatest value and the item with the smallest odds of being received.

(1) The manner in which the telephonic seller decides which item or items a particular prospective purchaser is to receive;

(2) The odds a single prospective purchaser has of receiving each described item;

(3) All state rules, federal rules or regulations, terms, and conditions a prospective purchaser must meet in order to receive the item;

(4) The complete street address of the location from which the salesperson is calling the prospective purchaser and, if different, the complete street address of the telephonic seller's principal location; and

(5) The total number of individuals who have actually received from the telephonic seller, during the preceding twelve (12) months or, if the seller has not been in business that long, during the period the seller has been in business, the item having the greatest value and the item with the smallest odds of being received.

(b) No seller shall make or authorize the making of any reference to its compliance with this chapter to any prospective or actual purchaser.

(c) (1) A person making or transmitting a telephone solicitation shall not display or cause to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service. (2) Subdivision (c)(1) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 .

(1) A person making or transmitting a telephone solicitation shall not display or cause to be displayed a fictitious or misleading name or telephone number on an Arkansas resident's telephone caller identification service.

(2) Subdivision (c)(1) of this section does not apply to the transmission of a caller identification service by a telecommunications provider that complies with § 23-17-122 .

Amended by Act 2019, No. 315,§ 141, eff. 7/24/2019.

Amended by Act 2019, No. 677,§ 4, eff. 7/24/2019.

Acts 1993, No. 137, §§ 7, 9; 2003, No. 1465, § 4.
Ark. Code Ann. § 4-28-408 — AR Code / Title 4 / Chapter 28 / Subchapter 4 / Section 4-28-408
Commercial coventurers - Filing of contracts - Terms - Accounting - Disclosures required in advertising
Status: in_force

(a) (1) Every charitable organization subject to the registration requirements of this subchapter that agrees to permit a charitable sales promotion to be conducted in its behalf shall obtain a written agreement from the commercial coventurer and file a copy of the agreement with the Secretary of State before the commencement of the charitable sales promotion within this state. (2) An authorized representative of the charitable organization and the commercial coventurer shall sign the agreement, and the terms of the agreement shall include at a minimum the following: (A) The goods or services to be offered to the public; (B) The geographic area where, and the starting and final date when, the offering is to be made; (C) The manner in which the name of the charitable organization is to be used, including any representation to be made to the public as to the amount or percent per unit of goods or service purchased or used that is to benefit the charitable organization; (D) A provision for an accounting on a per unit basis to be given by the commercial coventurer to the charitable organization and the date on which it is to be made; and (E) The date when and the manner in which the benefit is to be conferred on the charitable organization. (b) A commercial coventurer shall keep the final accounting for each charitable sales promotion for three (3) years after the accounting date, and the accounting shall be available to the Secretary of State and the Attorney General upon reasonable request. (c) (1) A commercial coventurer shall disclose in each advertisement for a charitable sales promotion the amount per unit of goods or services purchased or used that is to benefit the charitable organization or purpose. (2) The amount may be expressed as a dollar amount or as a percentage of the value of the goods or services purchased or used. Amended by Act 2017, No. 727,§ 8, eff. 1/1/2018. Amended by Act 2017, No. 727,§ 7, eff. 1/1/2018. Acts 1999, No. 1198, § 8.

(a) (1) Every charitable organization subject to the registration requirements of this subchapter that agrees to permit a charitable sales promotion to be conducted in its behalf shall obtain a written agreement from the commercial coventurer and file a copy of the agreement with the Secretary of State before the commencement of the charitable sales promotion within this state. (2) An authorized representative of the charitable organization and the commercial coventurer shall sign the agreement, and the terms of the agreement shall include at a minimum the following: (A) The goods or services to be offered to the public; (B) The geographic area where, and the starting and final date when, the offering is to be made; (C) The manner in which the name of the charitable organization is to be used, including any representation to be made to the public as to the amount or percent per unit of goods or service purchased or used that is to benefit the charitable organization; (D) A provision for an accounting on a per unit basis to be given by the commercial coventurer to the charitable organization and the date on which it is to be made; and (E) The date when and the manner in which the benefit is to be conferred on the charitable organization.

(1) Every charitable organization subject to the registration requirements of this subchapter that agrees to permit a charitable sales promotion to be conducted in its behalf shall obtain a written agreement from the commercial coventurer and file a copy of the agreement with the Secretary of State before the commencement of the charitable sales promotion within this state.

(2) An authorized representative of the charitable organization and the commercial coventurer shall sign the agreement, and the terms of the agreement shall include at a minimum the following: (A) The goods or services to be offered to the public; (B) The geographic area where, and the starting and final date when, the offering is to be made; (C) The manner in which the name of the charitable organization is to be used, including any representation to be made to the public as to the amount or percent per unit of goods or service purchased or used that is to benefit the charitable organization; (D) A provision for an accounting on a per unit basis to be given by the commercial coventurer to the charitable organization and the date on which it is to be made; and (E) The date when and the manner in which the benefit is to be conferred on the charitable organization.

(A) The goods or services to be offered to the public;

(B) The geographic area where, and the starting and final date when, the offering is to be made;

(C) The manner in which the name of the charitable organization is to be used, including any representation to be made to the public as to the amount or percent per unit of goods or service purchased or used that is to benefit the charitable organization;

(D) A provision for an accounting on a per unit basis to be given by the commercial coventurer to the charitable organization and the date on which it is to be made; and

(E) The date when and the manner in which the benefit is to be conferred on the charitable organization.

(b) A commercial coventurer shall keep the final accounting for each charitable sales promotion for three (3) years after the accounting date, and the accounting shall be available to the Secretary of State and the Attorney General upon reasonable request.

(c) (1) A commercial coventurer shall disclose in each advertisement for a charitable sales promotion the amount per unit of goods or services purchased or used that is to benefit the charitable organization or purpose. (2) The amount may be expressed as a dollar amount or as a percentage of the value of the goods or services purchased or used.

(1) A commercial coventurer shall disclose in each advertisement for a charitable sales promotion the amount per unit of goods or services purchased or used that is to benefit the charitable organization or purpose.

(2) The amount may be expressed as a dollar amount or as a percentage of the value of the goods or services purchased or used.

Amended by Act 2017, No. 727,§ 8, eff. 1/1/2018.

Amended by Act 2017, No. 727,§ 7, eff. 1/1/2018.

Acts 1999, No. 1198, § 8.
Ark. Code Ann. § 4-31-202 — AR Code / Title 4 / Chapter 31 / Subchapter 2 / Section 4-31-202
Activities as fiduciary, trustee, or agent of trust
Status: in_force

(a) The following shall likewise not be considered to be transacting or engaging in business in this state: (1) The acquisition or making of loans or participation or interest therein which is secured by mortgages or mortgage notes on real property located in this state; or (2) The doing of any or all the other acts or things with respect thereto enumerated in this subchapter by: (A) Any such bank, trust company, or any foreign corporation when acting as fiduciary, trustee, or agent of any trust, whether testamentary or inter vivos, including foundations and trusts established for the purpose of funding pension, profit-sharing, or employee benefit plans; (B) An endowed institution, foundation, or eleemosynary corporation; (C) Any corporation chartered under the laws of another state as a group insurance and annuity association and engaged in the business of insurance, annuities, pensions, and retirement plans for any group of persons, educational institutions, and others; or (D) Any foreign corporation all the capital stock of which, except directors' qualifying shares, is owned by one (1) or more of the entities referred to in subdivisions (a)(2)(A)-(C) of this section. (b) Any foreign corporation when so acting as fiduciary, trustee, or agent and any such trust, endowed institution, foundation, eleemosynary corporation, or group insurance and annuity association shall be entitled to all the rights, privileges, and exceptions set forth in this subchapter. Acts 1989, No. 947, § 3.

(a) The following shall likewise not be considered to be transacting or engaging in business in this state: (1) The acquisition or making of loans or participation or interest therein which is secured by mortgages or mortgage notes on real property located in this state; or (2) The doing of any or all the other acts or things with respect thereto enumerated in this subchapter by: (A) Any such bank, trust company, or any foreign corporation when acting as fiduciary, trustee, or agent of any trust, whether testamentary or inter vivos, including foundations and trusts established for the purpose of funding pension, profit-sharing, or employee benefit plans; (B) An endowed institution, foundation, or eleemosynary corporation; (C) Any corporation chartered under the laws of another state as a group insurance and annuity association and engaged in the business of insurance, annuities, pensions, and retirement plans for any group of persons, educational institutions, and others; or (D) Any foreign corporation all the capital stock of which, except directors' qualifying shares, is owned by one (1) or more of the entities referred to in subdivisions (a)(2)(A)-(C) of this section.

(1) The acquisition or making of loans or participation or interest therein which is secured by mortgages or mortgage notes on real property located in this state; or

(2) The doing of any or all the other acts or things with respect thereto enumerated in this subchapter by: (A) Any such bank, trust company, or any foreign corporation when acting as fiduciary, trustee, or agent of any trust, whether testamentary or inter vivos, including foundations and trusts established for the purpose of funding pension, profit-sharing, or employee benefit plans; (B) An endowed institution, foundation, or eleemosynary corporation; (C) Any corporation chartered under the laws of another state as a group insurance and annuity association and engaged in the business of insurance, annuities, pensions, and retirement plans for any group of persons, educational institutions, and others; or (D) Any foreign corporation all the capital stock of which, except directors' qualifying shares, is owned by one (1) or more of the entities referred to in subdivisions (a)(2)(A)-(C) of this section.

(A) Any such bank, trust company, or any foreign corporation when acting as fiduciary, trustee, or agent of any trust, whether testamentary or inter vivos, including foundations and trusts established for the purpose of funding pension, profit-sharing, or employee benefit plans;

(B) An endowed institution, foundation, or eleemosynary corporation;

(C) Any corporation chartered under the laws of another state as a group insurance and annuity association and engaged in the business of insurance, annuities, pensions, and retirement plans for any group of persons, educational institutions, and others; or

(D) Any foreign corporation all the capital stock of which, except directors' qualifying shares, is owned by one (1) or more of the entities referred to in subdivisions (a)(2)(A)-(C) of this section.

(b) Any foreign corporation when so acting as fiduciary, trustee, or agent and any such trust, endowed institution, foundation, eleemosynary corporation, or group insurance and annuity association shall be entitled to all the rights, privileges, and exceptions set forth in this subchapter.

Acts 1989, No. 947, § 3.
Ark. Code Ann. § 4-100-101 — AR Code / Title 4 / Chapter 100 / Section 4-100-101
Definitions
Status: in_force

As used in this subchapter, unless the context requires otherwise: (1) "Lease" means the grant of use and possession of a motor vehicle for consideration, whether or not the grant includes an option to buy the vehicle; (2) "Motor vehicle" means a device in, on, or by which a person or property is or may be transported or drawn on a highway, except a device used exclusively on stationary rails or tracks; (3) "Security interest" means an interest in personal property or fixtures that secures payment or performance of an obligation; (4) "Third party" means a person other than the actor or the owner of the vehicle; and (5) "Transfer" means to transfer possession, whether or not another right is also transferred, by means of a sale, lease, sublease, lease assignment, or other property transfer. Acts 1993, No. 1042, § 1.

As used in this subchapter, unless the context requires otherwise:

(1) "Lease" means the grant of use and possession of a motor vehicle for consideration, whether or not the grant includes an option to buy the vehicle;

(2) "Motor vehicle" means a device in, on, or by which a person or property is or may be transported or drawn on a highway, except a device used exclusively on stationary rails or tracks;

(3) "Security interest" means an interest in personal property or fixtures that secures payment or performance of an obligation;

(4) "Third party" means a person other than the actor or the owner of the vehicle; and

(5) "Transfer" means to transfer possession, whether or not another right is also transferred, by means of a sale, lease, sublease, lease assignment, or other property transfer.

Acts 1993, No. 1042, § 1.
Ark. Code Ann. § 4-27-1705 — AR Code / Title 4 / Chapter 27 / Subchapter 17 / Section 4-27-1705
Fees
Status: in_force

The fees chargeable by the Secretary of State for services under the Arkansas Business Corporation Act, § 4-26-101 et seq. shall be as follows: (1) Articles of incorporation .......................................................................................................................................................................... $50.00 (2) Amendment to articles of incorporation .............................................................................................................................................. 50.00 (3) Articles of merger or consolidation ...................................................................................................................................................... 100.00 (4) Articles of dissolution ............................................................................................................................................................................. 50.00 (5) Application for fictitious name ............................................................................................................................................................... 25.00 (6) Application for reserved name .............................................................................................................................................................. 25.00 (7) For any other filing under this chapter with annexed certificate ...................................................................................................... 25.00 (8) For any certificate pursuant to § 4-26-106 or § 4-26-207 or any other certificate ........................................................................ 25.00 (9) For furnishing a certified copy of any document, fifty cents (50¢) per page and five dollars ($5.00) for the certificate thereto (10) For receiving service of process on behalf of a corporation ............................................................................................................ 25.00 (11) For receiving service of process on behalf of individuals ................................................................................................................ 10.00 Acts 1987, No. 958, § 64-1705; 1987 (1st Ex. Sess.), No. 11, § 19; 2007, No. 638, § 26; 2007, No. 646, § 2.

The fees chargeable by the Secretary of State for services under the Arkansas Business Corporation Act, § 4-26-101 et seq. shall be as follows:

(1) Articles of incorporation .......................................................................................................................................................................... $50.00 (2) Amendment to articles of incorporation .............................................................................................................................................. 50.00 (3) Articles of merger or consolidation ...................................................................................................................................................... 100.00 (4) Articles of dissolution ............................................................................................................................................................................. 50.00 (5) Application for fictitious name ............................................................................................................................................................... 25.00 (6) Application for reserved name .............................................................................................................................................................. 25.00 (7) For any other filing under this chapter with annexed certificate ...................................................................................................... 25.00 (8) For any certificate pursuant to § 4-26-106 or § 4-26-207 or any other certificate ........................................................................ 25.00 (9) For furnishing a certified copy of any document, fifty cents (50¢) per page and five dollars ($5.00) for the certificate thereto (10) For receiving service of process on behalf of a corporation ............................................................................................................ 25.00 (11) For receiving service of process on behalf of individuals ................................................................................................................ 10.00

(1)

Articles of incorporation ..........................................................................................................................................................................

$50.00

(2)

Amendment to articles of incorporation ..............................................................................................................................................

50.00

(3)

Articles of merger or consolidation ......................................................................................................................................................

100.00

(4)

Articles of dissolution .............................................................................................................................................................................

50.00

(5)

Application for fictitious name ...............................................................................................................................................................

25.00

(6)

Application for reserved name ..............................................................................................................................................................

25.00

(7)

For any other filing under this chapter with annexed certificate ......................................................................................................

25.00

(8)

For any certificate pursuant to § 4-26-106 or § 4-26-207 or any other certificate ........................................................................

25.00

(9)

For furnishing a certified copy of any document, fifty cents (50¢) per page and five dollars ($5.00) for the certificate thereto

(10)

For receiving service of process on behalf of a corporation ............................................................................................................

25.00

(11)

For receiving service of process on behalf of individuals ................................................................................................................

10.00

Acts 1987, No. 958, § 64-1705; 1987 (1st Ex. Sess.), No. 11, § 19; 2007, No. 638, § 26; 2007, No. 646, § 2.
Ark. Code Ann. § 4-107-307 — AR Code / Title 4 / Chapter 107 / Subchapter 3 / Section 4-107-307
Interest rate
Status: in_force

A creditor may establish the contracted interest rate for a credit card account by: (1) Documenting the acceptance of the terms and conditions that contain a stated or variable interest rate by a cardholder of the credit card account; or (2) Any billing statement generated by the credit card issuer that contains a stated or variable interest rate. Added by Act 2013, No. 1495,§ 2, eff. 8/16/2013.

A creditor may establish the contracted interest rate for a credit card account by:

(1) Documenting the acceptance of the terms and conditions that contain a stated or variable interest rate by a cardholder of the credit card account; or

(2) Any billing statement generated by the credit card issuer that contains a stated or variable interest rate.

Added by Act 2013, No. 1495,§ 2, eff. 8/16/2013.
Ark. Code Ann. § 4-38-107 — AR Code / Title 4 / Chapter 38 / Subchapter 1 / Section 4-38-107
Operating agreement - Effect on third parties and relationship to records effective on behalf of limited liability company
Status: in_force

(a) An operating agreement may specify that its amendment requires the approval of a person that is not a party to the agreement or the satisfaction of a condition. An amendment is ineffective if its adoption does not include the required approval or satisfy the specified condition. (b) The obligations of a limited liability company and its members to a person in the person's capacity as a transferee or a person dissociated as a member are governed by the operating agreement. Subject only to a court order issued under § 4-38-503(b)(2) [repealed] to effectuate a charging order, an amendment to the operating agreement made after a person becomes a transferee or is dissociated as a member: (1) is effective with regard to any debt, obligation, or other liability of the limited liability company or its members to the person in the person's capacity as a transferee or person dissociated as a member; and (2) is not effective to the extent the amendment imposes a new debt, obligation, or other liability on the transferee or person dissociated as a member. (c) If a record delivered by a limited liability company to the Secretary of State for filing becomes effective and contains a provision that would be ineffective under § 4-38-105(e) or § 4-38-105(f)(3) if contained in the operating agreement, the provision is ineffective in the record. (d) Subject to subsection (c), if a record delivered by a limited liability company to the Secretary of State for filing becomes effective and conflicts with a provision of the operating agreement: (1) the agreement prevails as to members, persons dissociated as members, transferees, and managers; and (2) the record prevails as to other persons to the extent they reasonably rely on the record. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

(a) An operating agreement may specify that its amendment requires the approval of a person that is not a party to the agreement or the satisfaction of a condition. An amendment is ineffective if its adoption does not include the required approval or satisfy the specified condition.

(b) The obligations of a limited liability company and its members to a person in the person's capacity as a transferee or a person dissociated as a member are governed by the operating agreement. Subject only to a court order issued under § 4-38-503(b)(2) [repealed] to effectuate a charging order, an amendment to the operating agreement made after a person becomes a transferee or is dissociated as a member: (1) is effective with regard to any debt, obligation, or other liability of the limited liability company or its members to the person in the person's capacity as a transferee or person dissociated as a member; and (2) is not effective to the extent the amendment imposes a new debt, obligation, or other liability on the transferee or person dissociated as a member.

(1) is effective with regard to any debt, obligation, or other liability of the limited liability company or its members to the person in the person's capacity as a transferee or person dissociated as a member; and

(2) is not effective to the extent the amendment imposes a new debt, obligation, or other liability on the transferee or person dissociated as a member.

(c) If a record delivered by a limited liability company to the Secretary of State for filing becomes effective and contains a provision that would be ineffective under § 4-38-105(e) or § 4-38-105(f)(3) if contained in the operating agreement, the provision is ineffective in the record.

(d) Subject to subsection (c), if a record delivered by a limited liability company to the Secretary of State for filing becomes effective and conflicts with a provision of the operating agreement: (1) the agreement prevails as to members, persons dissociated as members, transferees, and managers; and (2) the record prevails as to other persons to the extent they reasonably rely on the record.

(1) the agreement prevails as to members, persons dissociated as members, transferees, and managers; and

(2) the record prevails as to other persons to the extent they reasonably rely on the record.

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-33-206 — AR Code / Title 4 / Chapter 33 / Subchapter 2 / Section 4-33-206
Bylaws
Status: in_force

(a) The incorporators or board of directors of a corporation shall adopt bylaws for the corporation. (b) The bylaws may contain any provision for regulating and managing the affairs of the corporation that is not inconsistent with law or the articles of incorporation. Acts 1993, No. 1147, § 206.

(a) The incorporators or board of directors of a corporation shall adopt bylaws for the corporation.

(b) The bylaws may contain any provision for regulating and managing the affairs of the corporation that is not inconsistent with law or the articles of incorporation.

Acts 1993, No. 1147, § 206.
Ark. Code Ann. § 4-76-101 — AR Code / Title 4 / Chapter 76 / Section 4-76-101
Short title
Status: in_force

This chapter may be cited as the "Copyright Royalty Collection Practices Act". Acts 1997, No. 648, § 1.

This chapter may be cited as the "Copyright Royalty Collection Practices Act".

Acts 1997, No. 648, § 1.
Ark. Code Ann. § 4-26-305 — AR Code / Title 4 / Chapter 26 / Subchapter 3 / Section 4-26-305
Filing of articles of amendment
Status: in_force

The articles of amendment shall be executed and filed in accordance with § 4-26-1201 . Acts 1965, No. 576, § 63; A.S.A. 1947, § 64-510.

The articles of amendment shall be executed and filed in accordance with § 4-26-1201 .

Acts 1965, No. 576, § 63; A.S.A. 1947, § 64-510.
Ark. Code Ann. § 4-28-608 — AR Code / Title 4 / Chapter 28 / Subchapter 6 / Section 4-28-608
Liability
Status: in_force

(a) A debt, obligation, or other liability of an unincorporated nonprofit association, whether arising in contract, tort, or otherwise: (1) is solely the debt, obligation, or other liability of the association; and (2) does not become a debt, obligation, or other liability of a member or manager solely because the member acts as a member or the manager acts as a manager. (b) A person's status as a member or manager does not prevent or restrict law other than this subchapter from imposing liability on the person or the association because of the person's conduct. Acts 2011, No. 202, § 2.

(a) A debt, obligation, or other liability of an unincorporated nonprofit association, whether arising in contract, tort, or otherwise: (1) is solely the debt, obligation, or other liability of the association; and (2) does not become a debt, obligation, or other liability of a member or manager solely because the member acts as a member or the manager acts as a manager.

(1) is solely the debt, obligation, or other liability of the association; and

(2) does not become a debt, obligation, or other liability of a member or manager solely because the member acts as a member or the manager acts as a manager.

(b) A person's status as a member or manager does not prevent or restrict law other than this subchapter from imposing liability on the person or the association because of the person's conduct.

Acts 2011, No. 202, § 2.
Ark. Code Ann. § 4-75-805 — AR Code / Title 4 / Chapter 75 / Subchapter 8 / Section 4-75-805
Sales at less than equivalent competitive price - Definition
Status: in_force

(a) It shall be unlawful for any person, firm, or corporation, or combination thereof, engaged in this state in the business of processing or distributing fresh milk, either at retail or wholesale, to sell, offer for sale, or advertise for sale, fresh milk at less than four percent (4%) over and above the cost of purchasing, processing, and distributing the fresh milk, either at wholesale or retail, unless the sale, offer for sale, or advertisement for sale at less than cost plus four percent (4%) is for the purpose of meeting equivalent competitive prices of a processor or distributor in any county. (b) Equivalent competitive prices, as used in this section, means any legal wholesale or retail price, not less than the minimum prices provided herein, at which fresh fluid milk is sold, advertised, or offered for sale by the competitor who sells not less than five percent (5%) of the total fresh fluid milk sales in that county. Acts 1955, No. 380, § 2; A.S.A. 1947, § 70-702.

(a) It shall be unlawful for any person, firm, or corporation, or combination thereof, engaged in this state in the business of processing or distributing fresh milk, either at retail or wholesale, to sell, offer for sale, or advertise for sale, fresh milk at less than four percent (4%) over and above the cost of purchasing, processing, and distributing the fresh milk, either at wholesale or retail, unless the sale, offer for sale, or advertisement for sale at less than cost plus four percent (4%) is for the purpose of meeting equivalent competitive prices of a processor or distributor in any county.

(b) Equivalent competitive prices, as used in this section, means any legal wholesale or retail price, not less than the minimum prices provided herein, at which fresh fluid milk is sold, advertised, or offered for sale by the competitor who sells not less than five percent (5%) of the total fresh fluid milk sales in that county.

Acts 1955, No. 380, § 2; A.S.A. 1947, § 70-702.
Ark. Code Ann. § 4-88-1202 — AR Code / Title 4 / Chapter 88 / Subchapter 12 / Section 4-88-1202
Definitions
Status: in_force

As used in this subchapter: (1) "Character strings" means a linear sequence of characters that are typically stored in or processed by a computer; (2) "Event" means a theatrical or musical production, concert, show, sporting event, competition, tournament, festival, dance performance, rodeo, pageant, speaker, exhibition, or other entertainment open to the public in this state for which tickets are normally sold; (3) "Internet domain name" means a globally unique, hierarchical reference to an internet host or service, that: (A) Is assigned through centralized internet naming authorities; (B) Is comprised of a series of character strings separated by periods; and (C) Has the right most character strings specifying the top of the hierarchy; (4) "Legislative body" means the quorum court of a county or the city council, board of directors, board of commissioners, or similar elected governing body of local government; (5) "Local government" means: (A) A county; (B) A city of the first class, a city of the second class, or an incorporated town; or (C) Any other state entity or political subdivision of the state or an agency, board, or commission of the state entity or political subdivision of the state; (6) "Ordinance" means an ordinance, resolution, or other appropriate legislative enactment of a legislative body; (7) "Platform operator" means an individual, organization, group, association, partnership, or corporation owning, operating, managing, licensing, or controlling a ticketing platform for an event scheduled at a venue in this state; (8) "Ticket" means a printed, electronic, or other type of evidence of the right, option, or opportunity to occupy space at or enter a venue, or to attend an event, even if not evidenced by any physical manifestation of the right, option, or opportunity; (9) "Ticket issuer" means an individual, public or private entity, organization, group, association, partnership, or corporation that originally makes tickets available, directly or indirectly, to an event, and may include without limitation: (A) A platform operator; (B) An operator of a venue; (C) A sponsor or promoter of an event; (D) A sports team participating in an event or a conference or league whose teams are participating in an event; (E) A dance company, musical group, theater company, or a similar participant in an event; (F) An institution of higher education; or (G) An agent of the individual, organization, group, association, partnership, or corporation; (10) "Ticketing platform" means a physical or virtual marketplace that enables a consumer to purchase and sell tickets, including without limitation a kiosk, mobile phone application, portal, or website advertising the sale of tickets, offering the sale of tickets, or offering tickets for resale to an event at a venue in this state; (11) "Uniform resource location" or "URL" means an internet website's name that may include a domain or subdomain name, or both; and (12) "Venue" means an amphitheater, arena, camp, fair, festival ground, coliseum, concert or performance hall, conference center, performing arts center, stadium, theater, or any other type of venue used for events in this state. Added by Act 2023, No. 590,§ 1, eff. 4/11/2023.

As used in this subchapter:

(1) "Character strings" means a linear sequence of characters that are typically stored in or processed by a computer;

(2) "Event" means a theatrical or musical production, concert, show, sporting event, competition, tournament, festival, dance performance, rodeo, pageant, speaker, exhibition, or other entertainment open to the public in this state for which tickets are normally sold;

(3) "Internet domain name" means a globally unique, hierarchical reference to an internet host or service, that: (A) Is assigned through centralized internet naming authorities; (B) Is comprised of a series of character strings separated by periods; and (C) Has the right most character strings specifying the top of the hierarchy;

(A) Is assigned through centralized internet naming authorities;

(B) Is comprised of a series of character strings separated by periods; and

(C) Has the right most character strings specifying the top of the hierarchy;

(4) "Legislative body" means the quorum court of a county or the city council, board of directors, board of commissioners, or similar elected governing body of local government;

(5) "Local government" means: (A) A county; (B) A city of the first class, a city of the second class, or an incorporated town; or (C) Any other state entity or political subdivision of the state or an agency, board, or commission of the state entity or political subdivision of the state;

(A) A county;

(B) A city of the first class, a city of the second class, or an incorporated town; or

(C) Any other state entity or political subdivision of the state or an agency, board, or commission of the state entity or political subdivision of the state;

(6) "Ordinance" means an ordinance, resolution, or other appropriate legislative enactment of a legislative body;

(7) "Platform operator" means an individual, organization, group, association, partnership, or corporation owning, operating, managing, licensing, or controlling a ticketing platform for an event scheduled at a venue in this state;

(8) "Ticket" means a printed, electronic, or other type of evidence of the right, option, or opportunity to occupy space at or enter a venue, or to attend an event, even if not evidenced by any physical manifestation of the right, option, or opportunity;

(9) "Ticket issuer" means an individual, public or private entity, organization, group, association, partnership, or corporation that originally makes tickets available, directly or indirectly, to an event, and may include without limitation: (A) A platform operator; (B) An operator of a venue; (C) A sponsor or promoter of an event; (D) A sports team participating in an event or a conference or league whose teams are participating in an event; (E) A dance company, musical group, theater company, or a similar participant in an event; (F) An institution of higher education; or (G) An agent of the individual, organization, group, association, partnership, or corporation;

(A) A platform operator;

(B) An operator of a venue;

(C) A sponsor or promoter of an event;

(D) A sports team participating in an event or a conference or league whose teams are participating in an event;

(E) A dance company, musical group, theater company, or a similar participant in an event;

(F) An institution of higher education; or

(G) An agent of the individual, organization, group, association, partnership, or corporation;

(10) "Ticketing platform" means a physical or virtual marketplace that enables a consumer to purchase and sell tickets, including without limitation a kiosk, mobile phone application, portal, or website advertising the sale of tickets, offering the sale of tickets, or offering tickets for resale to an event at a venue in this state;

(11) "Uniform resource location" or "URL" means an internet website's name that may include a domain or subdomain name, or both; and

(12) "Venue" means an amphitheater, arena, camp, fair, festival ground, coliseum, concert or performance hall, conference center, performing arts center, stadium, theater, or any other type of venue used for events in this state.

Added by Act 2023, No. 590,§ 1, eff. 4/11/2023.
Ark. Code Ann. § 4-97-108 — AR Code / Title 4 / Chapter 97 / Section 4-97-108
Inspection - Public notice
Status: in_force

(a) Any authorized person is entitled to inspect the premises and records of a retail pet store at reasonable hours. (b) Retail pet stores shall make their premises available for inspection by authorized persons at reasonable hours. (c) Each failure to make premises or records available to an authorized person whose identity is made known to an owner, officer, agent, operator, manager, or employee of a retail pet store is a Class A misdemeanor. (d) (1) (A) Every retail pet store required to be registered shall post a public notice on each of its premises, in type not less than one inch (1") in height, in a location conspicuous to the public, that complaints regarding treatment or care of its animals may be made to the State Board of Health or to any law enforcement officer. (B) The public notice shall refer to this chapter. (2) Failure to post the public notice is a Class A misdemeanor. (e) Within thirty (30) days of the receipt by the Secretary of the Department of Health of an initial registration report, and the receipt of proper fees therefor, the secretary shall provide a public notice conforming with subsection (d) of this section to the registrant. Additional public notices for multiple locations and replacements of notices already provided may be obtained from the secretary upon the payment of a fee of ten dollars ($10.00) for each additional public notice. Acts 1991, No. 1225, § 8.

(a) Any authorized person is entitled to inspect the premises and records of a retail pet store at reasonable hours.

(b) Retail pet stores shall make their premises available for inspection by authorized persons at reasonable hours.

(c) Each failure to make premises or records available to an authorized person whose identity is made known to an owner, officer, agent, operator, manager, or employee of a retail pet store is a Class A misdemeanor.

(d) (1) (A) Every retail pet store required to be registered shall post a public notice on each of its premises, in type not less than one inch (1") in height, in a location conspicuous to the public, that complaints regarding treatment or care of its animals may be made to the State Board of Health or to any law enforcement officer. (B) The public notice shall refer to this chapter. (2) Failure to post the public notice is a Class A misdemeanor.

(1) (A) Every retail pet store required to be registered shall post a public notice on each of its premises, in type not less than one inch (1") in height, in a location conspicuous to the public, that complaints regarding treatment or care of its animals may be made to the State Board of Health or to any law enforcement officer. (B) The public notice shall refer to this chapter.

(A) Every retail pet store required to be registered shall post a public notice on each of its premises, in type not less than one inch (1") in height, in a location conspicuous to the public, that complaints regarding treatment or care of its animals may be made to the State Board of Health or to any law enforcement officer.

(B) The public notice shall refer to this chapter.

(2) Failure to post the public notice is a Class A misdemeanor.

(e) Within thirty (30) days of the receipt by the Secretary of the Department of Health of an initial registration report, and the receipt of proper fees therefor, the secretary shall provide a public notice conforming with subsection (d) of this section to the registrant. Additional public notices for multiple locations and replacements of notices already provided may be obtained from the secretary upon the payment of a fee of ten dollars ($10.00) for each additional public notice.

Acts 1991, No. 1225, § 8.
Ark. Code Ann. § 4-26-603 — AR Code / Title 4 / Chapter 26 / Subchapter 6 / Section 4-26-603
Subscriptions for shares
Status: in_force

(a) No preincorporation or postincorporation subscription is valid unless in writing, signed, and delivered by the subscriber-purchaser. (b) (1) A valid preincorporation subscription shall be irrevocable for six (6) months unless the terms of the subscription otherwise provide or unless all of the subscribers consent to its earlier revocation. (2) At any time while a preincorporation subscription is irrevocable or remains unrevoked, it may be accepted by the corporation and, if otherwise conforming to law, shall thereupon become enforceable. The acceptance by a corporation of a subscription shall be evidenced by resolution of the board of directors. (c) (1) Unless otherwise provided in the subscription agreement, subscriptions for shares, whether made before or after the organization of a corporation, shall be paid in full at such time or in such installments and at such times as shall be determined by the board of directors. Any call made by the board of directors for payment on subscriptions shall be uniform as to all shares of the same class or as to all shares of the same series, as the case may be. (2) In case of default in the payment of any installment or call when payment is due, the corporation may proceed to collect the amount due in the same manner as any debt due the corporation or after twenty (20) days' demand as provided in this section, the board may declare the subscription and all previous payments thereon forfeited. (3) The bylaws may prescribe other penalties for failure to pay installments or calls that may become due, but no penalty working a forfeiture of a subscription or of the amounts paid thereon shall be declared as against any subscriber unless the amount due thereon shall remain unpaid for a period of twenty (20) days after written demand has been made. If mailed, such written demand shall be deemed to be made when deposited in the United States mail in a sealed envelope addressed to the subscriber at his or her last post office address known to the corporation, with postage prepaid. (4) In the event of the sale of any shares by reason of any forfeiture, the excess of proceeds realized over the amount due and unpaid on those shares shall be paid to the delinquent subscriber or to his or her legal representative. (5) If a receiver of the corporation has been appointed, all unpaid subscriptions shall be paid at such times and in such installments as the receiver or the court may direct. (d) Unless otherwise agreed in writing, it shall be no defense to the enforcement of a preincorporation subscription that no notice was given to the subscriber of his or her right to participate in selecting the first board of directors, in adopting the first bylaws, or in otherwise perfecting the organization. (e) (1) The board of directors shall have authority, unless otherwise restricted by the articles of incorporation or bylaws, to determine in good faith whether and upon what terms the obligation of any subscriber shall be released, settled, or compromised. (2) The total or partial release of a subscription which has been accepted by the corporation is the equivalent of a purchase by the corporation, in whole or pro tanto as the case may be, of the shares in question and is subject to the restrictions set forth in § 4-26-611 relating to such a purchase. Acts 1965, No. 576, § 18; A.S.A. 1947, § 64-203.

(a) No preincorporation or postincorporation subscription is valid unless in writing, signed, and delivered by the subscriber-purchaser.

(b) (1) A valid preincorporation subscription shall be irrevocable for six (6) months unless the terms of the subscription otherwise provide or unless all of the subscribers consent to its earlier revocation. (2) At any time while a preincorporation subscription is irrevocable or remains unrevoked, it may be accepted by the corporation and, if otherwise conforming to law, shall thereupon become enforceable. The acceptance by a corporation of a subscription shall be evidenced by resolution of the board of directors.

(1) A valid preincorporation subscription shall be irrevocable for six (6) months unless the terms of the subscription otherwise provide or unless all of the subscribers consent to its earlier revocation.

(2) At any time while a preincorporation subscription is irrevocable or remains unrevoked, it may be accepted by the corporation and, if otherwise conforming to law, shall thereupon become enforceable. The acceptance by a corporation of a subscription shall be evidenced by resolution of the board of directors.

(c) (1) Unless otherwise provided in the subscription agreement, subscriptions for shares, whether made before or after the organization of a corporation, shall be paid in full at such time or in such installments and at such times as shall be determined by the board of directors. Any call made by the board of directors for payment on subscriptions shall be uniform as to all shares of the same class or as to all shares of the same series, as the case may be. (2) In case of default in the payment of any installment or call when payment is due, the corporation may proceed to collect the amount due in the same manner as any debt due the corporation or after twenty (20) days' demand as provided in this section, the board may declare the subscription and all previous payments thereon forfeited. (3) The bylaws may prescribe other penalties for failure to pay installments or calls that may become due, but no penalty working a forfeiture of a subscription or of the amounts paid thereon shall be declared as against any subscriber unless the amount due thereon shall remain unpaid for a period of twenty (20) days after written demand has been made. If mailed, such written demand shall be deemed to be made when deposited in the United States mail in a sealed envelope addressed to the subscriber at his or her last post office address known to the corporation, with postage prepaid. (4) In the event of the sale of any shares by reason of any forfeiture, the excess of proceeds realized over the amount due and unpaid on those shares shall be paid to the delinquent subscriber or to his or her legal representative. (5) If a receiver of the corporation has been appointed, all unpaid subscriptions shall be paid at such times and in such installments as the receiver or the court may direct.

(1) Unless otherwise provided in the subscription agreement, subscriptions for shares, whether made before or after the organization of a corporation, shall be paid in full at such time or in such installments and at such times as shall be determined by the board of directors. Any call made by the board of directors for payment on subscriptions shall be uniform as to all shares of the same class or as to all shares of the same series, as the case may be.

(2) In case of default in the payment of any installment or call when payment is due, the corporation may proceed to collect the amount due in the same manner as any debt due the corporation or after twenty (20) days' demand as provided in this section, the board may declare the subscription and all previous payments thereon forfeited.

(3) The bylaws may prescribe other penalties for failure to pay installments or calls that may become due, but no penalty working a forfeiture of a subscription or of the amounts paid thereon shall be declared as against any subscriber unless the amount due thereon shall remain unpaid for a period of twenty (20) days after written demand has been made. If mailed, such written demand shall be deemed to be made when deposited in the United States mail in a sealed envelope addressed to the subscriber at his or her last post office address known to the corporation, with postage prepaid.

(4) In the event of the sale of any shares by reason of any forfeiture, the excess of proceeds realized over the amount due and unpaid on those shares shall be paid to the delinquent subscriber or to his or her legal representative.

(5) If a receiver of the corporation has been appointed, all unpaid subscriptions shall be paid at such times and in such installments as the receiver or the court may direct.

(d) Unless otherwise agreed in writing, it shall be no defense to the enforcement of a preincorporation subscription that no notice was given to the subscriber of his or her right to participate in selecting the first board of directors, in adopting the first bylaws, or in otherwise perfecting the organization.

(e) (1) The board of directors shall have authority, unless otherwise restricted by the articles of incorporation or bylaws, to determine in good faith whether and upon what terms the obligation of any subscriber shall be released, settled, or compromised. (2) The total or partial release of a subscription which has been accepted by the corporation is the equivalent of a purchase by the corporation, in whole or pro tanto as the case may be, of the shares in question and is subject to the restrictions set forth in § 4-26-611 relating to such a purchase.

(1) The board of directors shall have authority, unless otherwise restricted by the articles of incorporation or bylaws, to determine in good faith whether and upon what terms the obligation of any subscriber shall be released, settled, or compromised.

(2) The total or partial release of a subscription which has been accepted by the corporation is the equivalent of a purchase by the corporation, in whole or pro tanto as the case may be, of the shares in question and is subject to the restrictions set forth in § 4-26-611 relating to such a purchase.

Acts 1965, No. 576, § 18; A.S.A. 1947, § 64-203.
Ark. Code Ann. § 4-47-115 — AR Code / Title 4 / Chapter 47 / Subchapter 1 / Section 4-47-115
Change of designated office
Status: in_force

(a) In order to change its designated office, a limited partnership or a foreign limited partnership may deliver to the Secretary of State for filing a statement of change containing: (1) the name of the limited partnership or foreign limited partnership; (2) the street and mailing address of its current designated office; and (3) if the current designated office is to be changed, the street and mailing address of the new designated office. (4) [Reserved.] (5) [Reserved.] (b) Subject to § 4-47-206(c) , a statement of change is effective when filed by the Secretary of State. Acts 2009, No. 814, § 8.

(a) In order to change its designated office, a limited partnership or a foreign limited partnership may deliver to the Secretary of State for filing a statement of change containing: (1) the name of the limited partnership or foreign limited partnership; (2) the street and mailing address of its current designated office; and (3) if the current designated office is to be changed, the street and mailing address of the new designated office. (4) [Reserved.] (5) [Reserved.]

(1) the name of the limited partnership or foreign limited partnership;

(2) the street and mailing address of its current designated office; and

(3) if the current designated office is to be changed, the street and mailing address of the new designated office.

(4) [Reserved.]

(5) [Reserved.]

(b) Subject to § 4-47-206(c) , a statement of change is effective when filed by the Secretary of State.

Acts 2009, No. 814, § 8.
Ark. Code Ann. § 4-11-102 — AR Code / Title 4 / Chapter 11 / Section 4-11-102
Definitions
Status: in_force

In this chapter, "virtual currency": (1) means a digital representation of value that: (A) is used as a medium of exchange, unit of account, or store of value; and (B) is not legal tender, whether or not denominated in legal tender; and (2) does not include: (A) a transaction in which a merchant grants, as part of an affinity or rewards program, value that cannot be taken from or exchanged with the merchant for legal tender, bank credit, or virtual currency; or (B) a digital representation of value issued by or on behalf of a publisher and used solely within an online game, game platform, or family of games sold by the same publisher or offered on the same game platform. Added by Act 2021, No. 1078,§ 7, eff. 7/28/2021.

In this chapter, "virtual currency":

(1) means a digital representation of value that: (A) is used as a medium of exchange, unit of account, or store of value; and (B) is not legal tender, whether or not denominated in legal tender; and

(A) is used as a medium of exchange, unit of account, or store of value; and

(B) is not legal tender, whether or not denominated in legal tender; and

(2) does not include: (A) a transaction in which a merchant grants, as part of an affinity or rewards program, value that cannot be taken from or exchanged with the merchant for legal tender, bank credit, or virtual currency; or (B) a digital representation of value issued by or on behalf of a publisher and used solely within an online game, game platform, or family of games sold by the same publisher or offered on the same game platform.

(A) a transaction in which a merchant grants, as part of an affinity or rewards program, value that cannot be taken from or exchanged with the merchant for legal tender, bank credit, or virtual currency; or

(B) a digital representation of value issued by or on behalf of a publisher and used solely within an online game, game platform, or family of games sold by the same publisher or offered on the same game platform.

Added by Act 2021, No. 1078,§ 7, eff. 7/28/2021.
Ark. Code Ann. § 4-75-319 — AR Code / Title 4 / Chapter 75 / Subchapter 3 / Section 4-75-319
Venue
Status: in_force

Any action, application, or motion brought by the Attorney General against a person under this subchapter shall be filed in the Pulaski County Circuit Court unless the action, application, or motion is brought as part of an action containing claims of federal law violations, in which event the action shall be brought in the appropriate federal court. Acts 2003, No. 1172, § 2.

Any action, application, or motion brought by the Attorney General against a person under this subchapter shall be filed in the Pulaski County Circuit Court unless the action, application, or motion is brought as part of an action containing claims of federal law violations, in which event the action shall be brought in the appropriate federal court.

Acts 2003, No. 1172, § 2.
Ark. Code Ann. § 4-28-213 — AR Code / Title 4 / Chapter 28 / Subchapter 2 / Section 4-28-213
Officers
Status: in_force

(a) The officers of a corporation shall consist of a president, vice president, secretary, treasurer, and such other officers and assistant officers as may be deemed necessary. (b) The officers shall be elected or appointed in such manner and for such terms, not exceeding three (3) years, as may be prescribed in the articles of incorporation or bylaws. (c) The articles of incorporation or bylaws may provide that one (1) or more officers of the corporation shall be ex officio members of the board of directors. Acts 1963, No. 176, § 12; A.S.A. 1947, § 64-1912.

(a) The officers of a corporation shall consist of a president, vice president, secretary, treasurer, and such other officers and assistant officers as may be deemed necessary.

(b) The officers shall be elected or appointed in such manner and for such terms, not exceeding three (3) years, as may be prescribed in the articles of incorporation or bylaws.

(c) The articles of incorporation or bylaws may provide that one (1) or more officers of the corporation shall be ex officio members of the board of directors.

Acts 1963, No. 176, § 12; A.S.A. 1947, § 64-1912.
Ark. Code Ann. § 4-75-705 — AR Code / Title 4 / Chapter 75 / Subchapter 7 / Section 4-75-705
Contracts in violation of subchapter void
Status: in_force

Any contract, express or implied, made by any person in violation of any of the provisions of this subchapter is illegal and void and no recovery shall be had thereon. Acts 1951, No. 101, § 8; A.S.A. 1947, § 70-608.

Any contract, express or implied, made by any person in violation of any of the provisions of this subchapter is illegal and void and no recovery shall be had thereon.

Acts 1951, No. 101, § 8; A.S.A. 1947, § 70-608.
Ark. Code Ann. § 4-32-1301 — AR Code / Title 4 / Chapter 32 / Subchapter 13 / Section 4-32-1301
through 4-32-1316 - [Repealed]
Status: repealed

Repealed by Act 2021, No. 1041,§ 1, eff. 7/28/2021. Acts 1993, No. 1003, § 1302; 2001, No. 1395, § 2; 2007, No. 638, § 35; 2007, No. 646, § 6.

Repealed by Act 2021, No. 1041,§ 1, eff. 7/28/2021.

Acts 1993, No. 1003, § 1302; 2001, No. 1395, § 2; 2007, No. 638, § 35; 2007, No. 646, § 6.
Ark. Code Ann. § 4-94-106 — AR Code / Title 4 / Chapter 94 / Section 4-94-106
Registration statement
Status: in_force

(a) Any person, corporation, partnership, association, or group intending to open or operate a health spa shall file an annual registration statement with the office of the Secretary of State prior to the sale of any contracts for health spa services. (b) The registration statement shall contain: (1) The name and address of the health spa; (2) The names and addresses of the officers, directors, and stockholders of the health spa and its parent corporation, if such entity exists; and (3) The types of available facilities. Acts 1989, No. 264, § 10.

(a) Any person, corporation, partnership, association, or group intending to open or operate a health spa shall file an annual registration statement with the office of the Secretary of State prior to the sale of any contracts for health spa services.

(b) The registration statement shall contain: (1) The name and address of the health spa; (2) The names and addresses of the officers, directors, and stockholders of the health spa and its parent corporation, if such entity exists; and (3) The types of available facilities.

(1) The name and address of the health spa;

(2) The names and addresses of the officers, directors, and stockholders of the health spa and its parent corporation, if such entity exists; and

(3) The types of available facilities.

Acts 1989, No. 264, § 10.
Ark. Code Ann. § 4-88-1003 — AR Code / Title 4 / Chapter 88 / Subchapter 10 / Section 4-88-1003
Change in choice of provider without express consent - Prohibited
Status: in_force

(a) When an individual's consent to altering or changing provider choice is required, the individual's express consent to effect such change within the pharmacy benefits plan or program provider network shall be obtained. (b) An alteration or change in provider choice that is subject to an individual's later opting out of the alteration or change does not satisfy subsection (a) of this section. Added by Act 2015, No. 1025,§ 1, eff. 7/22/2015.

(a) When an individual's consent to altering or changing provider choice is required, the individual's express consent to effect such change within the pharmacy benefits plan or program provider network shall be obtained.

(b) An alteration or change in provider choice that is subject to an individual's later opting out of the alteration or change does not satisfy subsection (a) of this section.

Added by Act 2015, No. 1025,§ 1, eff. 7/22/2015.
Ark. Code Ann. § 4-37-104 — AR Code / Title 4 / Chapter 37 / Subchapter 1 / Section 4-37-104
Powers and duration of protected series
Status: in_force

(a) A protected series of a series limited liability company has the capacity to sue and be sued in its own name. (b) Except as otherwise provided in subsections (c) and (d), a protected series of a series limited liability company has the same powers and purposes as the company. (c) A protected series of a series limited liability company ceases to exist not later than when the company completes its winding up. (d) A protected series of a series limited liability company may not: (1) be a member of the company; (2) establish a protected series; or (3) except as permitted by law of this state other than this chapter, have a purpose or power that the law of this state other than this chapter prohibits a limited liability company from doing or having. Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.

(a) A protected series of a series limited liability company has the capacity to sue and be sued in its own name.

(b) Except as otherwise provided in subsections (c) and (d), a protected series of a series limited liability company has the same powers and purposes as the company.

(c) A protected series of a series limited liability company ceases to exist not later than when the company completes its winding up.

(d) A protected series of a series limited liability company may not: (1) be a member of the company; (2) establish a protected series; or (3) except as permitted by law of this state other than this chapter, have a purpose or power that the law of this state other than this chapter prohibits a limited liability company from doing or having.

(1) be a member of the company;

(2) establish a protected series; or

(3) except as permitted by law of this state other than this chapter, have a purpose or power that the law of this state other than this chapter prohibits a limited liability company from doing or having.

Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-94-109 — AR Code / Title 4 / Chapter 94 / Section 4-94-109
Cancellation of contracts
Status: in_force

(a) (1) Contracts for health spa services may be cancelled within three (3) business days after the date of receipt by the buyer of a copy of the contract by written notice to the seller at the address specified in the contract. (2) The notice must be accompanied by the contract forms, membership cards, and any and all other documents and evidence of membership previously delivered to the buyer. (3) All moneys paid pursuant to the contract shall be refunded within thirty (30) days of receipt of the notice of cancellation. (b) (1) Every contract for health spa services shall provide that, after the three-day period of cancellation as provided in subsection (a) of this section, the buyer's estate may cancel a contract for services if the buyer dies. (2) The buyer may also cancel after three (3) days if the buyer becomes totally and permanently physically disabled or moves his or her residence to a location more than fifty (50) miles from a health club operated by the seller or a substantially similar health club facility which would accept the seller's obligation under the contract or after the services are no longer available as provided in the contract because of the seller's permanent discontinuance of operation. (3) Nothing contained in this section or § 4-94-108 shall restrict or prohibit the seller from offering or providing in the contract additional or broader reasons for cancellation. (c) (1) The health spa shall have the right to require and verify reasonable evidence of permanent physical relocation, permanent physical disability, or death. (2) In the case of permanent disability, the health spa may also require in the contract that the buyer submit to a physical examination by a doctor agreeable to the buyer and the health club. (d) All moneys paid pursuant to any contract cancelled for the reasons contained in this section shall be refunded within thirty (30) days of receipt of the notice of cancellation; provided, however, that the seller may retain the benefits conferred and that portion of the total price representing the services used or completed, and further provided that the seller may receive the reasonable cost of goods and services which the buyer has consumed or wishes to retain after cancellation of the contract. In no instance shall the seller receive more than the full contract price from the buyer except for goods and services consumed by the buyer separate from the contract. If the buyer has executed any credit or loan agreement to pay for all or part of health spa services, then the credit or loan agreement executed by the buyer shall also be returned within thirty (30) days. Acts 1989, No. 264, § 5.

(a) (1) Contracts for health spa services may be cancelled within three (3) business days after the date of receipt by the buyer of a copy of the contract by written notice to the seller at the address specified in the contract. (2) The notice must be accompanied by the contract forms, membership cards, and any and all other documents and evidence of membership previously delivered to the buyer. (3) All moneys paid pursuant to the contract shall be refunded within thirty (30) days of receipt of the notice of cancellation.

(1) Contracts for health spa services may be cancelled within three (3) business days after the date of receipt by the buyer of a copy of the contract by written notice to the seller at the address specified in the contract.

(2) The notice must be accompanied by the contract forms, membership cards, and any and all other documents and evidence of membership previously delivered to the buyer.

(3) All moneys paid pursuant to the contract shall be refunded within thirty (30) days of receipt of the notice of cancellation.

(b) (1) Every contract for health spa services shall provide that, after the three-day period of cancellation as provided in subsection (a) of this section, the buyer's estate may cancel a contract for services if the buyer dies. (2) The buyer may also cancel after three (3) days if the buyer becomes totally and permanently physically disabled or moves his or her residence to a location more than fifty (50) miles from a health club operated by the seller or a substantially similar health club facility which would accept the seller's obligation under the contract or after the services are no longer available as provided in the contract because of the seller's permanent discontinuance of operation. (3) Nothing contained in this section or § 4-94-108 shall restrict or prohibit the seller from offering or providing in the contract additional or broader reasons for cancellation.

(1) Every contract for health spa services shall provide that, after the three-day period of cancellation as provided in subsection (a) of this section, the buyer's estate may cancel a contract for services if the buyer dies.

(2) The buyer may also cancel after three (3) days if the buyer becomes totally and permanently physically disabled or moves his or her residence to a location more than fifty (50) miles from a health club operated by the seller or a substantially similar health club facility which would accept the seller's obligation under the contract or after the services are no longer available as provided in the contract because of the seller's permanent discontinuance of operation.

(3) Nothing contained in this section or § 4-94-108 shall restrict or prohibit the seller from offering or providing in the contract additional or broader reasons for cancellation.

(c) (1) The health spa shall have the right to require and verify reasonable evidence of permanent physical relocation, permanent physical disability, or death. (2) In the case of permanent disability, the health spa may also require in the contract that the buyer submit to a physical examination by a doctor agreeable to the buyer and the health club.

(1) The health spa shall have the right to require and verify reasonable evidence of permanent physical relocation, permanent physical disability, or death.

(2) In the case of permanent disability, the health spa may also require in the contract that the buyer submit to a physical examination by a doctor agreeable to the buyer and the health club.

(d) All moneys paid pursuant to any contract cancelled for the reasons contained in this section shall be refunded within thirty (30) days of receipt of the notice of cancellation; provided, however, that the seller may retain the benefits conferred and that portion of the total price representing the services used or completed, and further provided that the seller may receive the reasonable cost of goods and services which the buyer has consumed or wishes to retain after cancellation of the contract. In no instance shall the seller receive more than the full contract price from the buyer except for goods and services consumed by the buyer separate from the contract. If the buyer has executed any credit or loan agreement to pay for all or part of health spa services, then the credit or loan agreement executed by the buyer shall also be returned within thirty (30) days.

Acts 1989, No. 264, § 5.
Ark. Code Ann. § 4-5-113 — AR Code / Title 4 / Chapter 5 / Section 4-5-113
Transfer by operation of law
Status: in_force

(a) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in the name of the beneficiary without disclosing its status as a successor. (b) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in its own name as the disclosed successor of the beneficiary. Except as otherwise provided in subsection (e) of this section, an issuer shall recognize a disclosed successor of a beneficiary as beneficiary in full substitution for its predecessor upon compliance with the requirements for recognition by the issuer of a transfer of drawing rights by operation of law under the standard practice referred to in § 4-5-108(e) or, in the absence of such a practice, compliance with other reasonable procedures sufficient to protect the issuer. (c) An issuer is not obliged to determine whether a purported successor is a successor of a beneficiary or whether the signature of a purported successor is genuine or authorized. (d) Honor of a purported successor's apparently complying presentation under subsection (a) or (b) of this section has the consequences specified in § 4-5-108(i) even if the purported successor is not the successor of a beneficiary. Documents signed in the name of the beneficiary or of a disclosed successor by a person who is neither the beneficiary nor the successor of the beneficiary are forged documents for the purposes of § 4-5-109 . (e) An issuer whose rights of reimbursement are not covered by subsection (d) of this section or substantially similar law and any confirmer or nominated person may decline to recognize a presentation under subsection (b) of this section. (f) A beneficiary whose name is changed after the issuance of a letter of credit has the same rights and obligations as a successor of a beneficiary under this section. Acts 1997, No. 1070, § 1.

(a) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in the name of the beneficiary without disclosing its status as a successor.

(b) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in its own name as the disclosed successor of the beneficiary. Except as otherwise provided in subsection (e) of this section, an issuer shall recognize a disclosed successor of a beneficiary as beneficiary in full substitution for its predecessor upon compliance with the requirements for recognition by the issuer of a transfer of drawing rights by operation of law under the standard practice referred to in § 4-5-108(e) or, in the absence of such a practice, compliance with other reasonable procedures sufficient to protect the issuer.

(c) An issuer is not obliged to determine whether a purported successor is a successor of a beneficiary or whether the signature of a purported successor is genuine or authorized.

(d) Honor of a purported successor's apparently complying presentation under subsection (a) or (b) of this section has the consequences specified in § 4-5-108(i) even if the purported successor is not the successor of a beneficiary. Documents signed in the name of the beneficiary or of a disclosed successor by a person who is neither the beneficiary nor the successor of the beneficiary are forged documents for the purposes of § 4-5-109 .

(e) An issuer whose rights of reimbursement are not covered by subsection (d) of this section or substantially similar law and any confirmer or nominated person may decline to recognize a presentation under subsection (b) of this section.

(f) A beneficiary whose name is changed after the issuance of a letter of credit has the same rights and obligations as a successor of a beneficiary under this section.

Acts 1997, No. 1070, § 1.
Ark. Code Ann. § 4-27-405 — AR Code / Title 4 / Chapter 27 / Subchapter 4 / Section 4-27-405
Injunction against use of unlawful name
Status: in_force

Where the use, reservation, or registration of a corporate name is in violation of this chapter, it may by court decree be cancelled or enjoined, on the suit of the Attorney General or of any person or corporation injured by such unlawful use, reservation, or registration, notwithstanding the fact that such use, reservation, or registration has been approved by the Secretary of State. Acts 1987, No. 958, § 64-405.

Where the use, reservation, or registration of a corporate name is in violation of this chapter, it may by court decree be cancelled or enjoined, on the suit of the Attorney General or of any person or corporation injured by such unlawful use, reservation, or registration, notwithstanding the fact that such use, reservation, or registration has been approved by the Secretary of State.

Acts 1987, No. 958, § 64-405.
Ark. Code Ann. § 4-59-214 — AR Code / Title 4 / Chapter 59 / Subchapter 2 / Section 4-59-214
Relation to Electronic Signatures in Global and National Commerce Act
Status: in_force

This subchapter modifies, limits, or supersedes the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., but does not modify, limit, or supersede Section 101(c) of that act, 15 U.S.C. Section 7001(c) , or authorize electronic delivery of any of the notices described in Section 103(b) of that act, 15 U.S.C. Section 7003(b) . Amended by Act 2017, No. 1086,§ 1, eff. 8/1/2017.

This subchapter modifies, limits, or supersedes the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., but does not modify, limit, or supersede Section 101(c) of that act, 15 U.S.C. Section 7001(c) , or authorize electronic delivery of any of the notices described in Section 103(b) of that act, 15 U.S.C. Section 7003(b) .

Amended by Act 2017, No. 1086,§ 1, eff. 8/1/2017.
Ark. Code Ann. § 4-20-115 — AR Code / Title 4 / Chapter 20 / Section 4-20-115
Jurisdiction and venue
Status: in_force

The appointment or maintenance in this state of a registered agent does not by itself create the basis for personal jurisdiction over the represented entity in this state. The address of the agent does not determine venue in an action or proceeding involving the entity. Acts 2007, No. 638, § 1.

The appointment or maintenance in this state of a registered agent does not by itself create the basis for personal jurisdiction over the represented entity in this state. The address of the agent does not determine venue in an action or proceeding involving the entity.

Acts 2007, No. 638, § 1.
Ark. Code Ann. § 4-88-203 — AR Code / Title 4 / Chapter 88 / Subchapter 2 / Section 4-88-203
Determination of civil penalty
Status: in_force

In determining whether to impose an enhanced civil penalty under this subchapter and the amount thereof, the court shall consider the extent to which one (1) or more of the following factors are present: (1) Whether the defendant's conduct was in disregard of the rights of the elder person or person with a disability; (2) Whether the defendant knew or should have known that the defendant's conduct was directed to an elder person or person with a disability; (3) Whether the elder person or person with a disability was more vulnerable to the defendant's conduct because of age, poor health, infirmity, impaired understanding, restricted mobility, or disability than other persons and whether the elder person or person with a disability actually suffered substantial physical, emotional, or economic damage resulting from the defendant's conduct; (4) Whether the defendant's conduct caused an elder person or person with a disability to suffer any of the following: (A) Mental or emotional anguish; (B) Loss of or encumbrance upon a primary residence of the elder person or person with a disability; (C) Loss of or encumbrance upon the elder person's or person with a disability's principal employment or principal source of income; (D) Loss of funds received under a pension or retirement plan or a government benefits program; (E) Loss of property set aside for retirement or for personal or family care and maintenance; or (F) Loss of assets essential to the health and welfare of the elder person or person with a disability; or (5) Any other factors the court deems appropriate. Amended by Act 2019, No. 1035,§ 2, eff. 7/24/2019. Acts 1993, No. 138, § 1.

In determining whether to impose an enhanced civil penalty under this subchapter and the amount thereof, the court shall consider the extent to which one (1) or more of the following factors are present:

(1) Whether the defendant's conduct was in disregard of the rights of the elder person or person with a disability;

(2) Whether the defendant knew or should have known that the defendant's conduct was directed to an elder person or person with a disability;

(3) Whether the elder person or person with a disability was more vulnerable to the defendant's conduct because of age, poor health, infirmity, impaired understanding, restricted mobility, or disability than other persons and whether the elder person or person with a disability actually suffered substantial physical, emotional, or economic damage resulting from the defendant's conduct;

(4) Whether the defendant's conduct caused an elder person or person with a disability to suffer any of the following: (A) Mental or emotional anguish; (B) Loss of or encumbrance upon a primary residence of the elder person or person with a disability; (C) Loss of or encumbrance upon the elder person's or person with a disability's principal employment or principal source of income; (D) Loss of funds received under a pension or retirement plan or a government benefits program; (E) Loss of property set aside for retirement or for personal or family care and maintenance; or (F) Loss of assets essential to the health and welfare of the elder person or person with a disability; or

(A) Mental or emotional anguish;

(B) Loss of or encumbrance upon a primary residence of the elder person or person with a disability;

(C) Loss of or encumbrance upon the elder person's or person with a disability's principal employment or principal source of income;

(D) Loss of funds received under a pension or retirement plan or a government benefits program;

(E) Loss of property set aside for retirement or for personal or family care and maintenance; or

(F) Loss of assets essential to the health and welfare of the elder person or person with a disability; or

(5) Any other factors the court deems appropriate.

Amended by Act 2019, No. 1035,§ 2, eff. 7/24/2019.

Acts 1993, No. 138, § 1.
Ark. Code Ann. § 4-111-104 — AR Code / Title 4 / Chapter 111 / Section 4-111-104
Penalties
Status: in_force

Any violation of this chapter is punishable by action of the Attorney General under the Deceptive Trade Practices Act, § 4-88-101 et seq. Acts 2005, No. 2255, § 1.

Any violation of this chapter is punishable by action of the Attorney General under the Deceptive Trade Practices Act, § 4-88-101 et seq.

Acts 2005, No. 2255, § 1.
Ark. Code Ann. § 4-47-704 — AR Code / Title 4 / Chapter 47 / Subchapter 7 / Section 4-47-704
Power of estate of deceased partner
Status: in_force

If a partner dies, the deceased partner's personal representative or other legal representative may exercise the rights of a transferee as provided in § 4-47-702 and, for the purposes of settling the estate, may exercise the rights of a current limited partner under § 4-47-304 . Acts 2007, No. 15, § 1.

If a partner dies, the deceased partner's personal representative or other legal representative may exercise the rights of a transferee as provided in § 4-47-702 and, for the purposes of settling the estate, may exercise the rights of a current limited partner under § 4-47-304 .

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-18-335 — AR Code / Title 4 / Chapter 18 / Subchapter 3 / Section 4-18-335
[Repealed]
Status: repealed

Repealed by Act 2019, No. 910,§ 42, eff. 7/1/2019. Acts 2005, No. 914, § 5.

Repealed by Act 2019, No. 910,§ 42, eff. 7/1/2019.

Acts 2005, No. 914, § 5.
Ark. Code Ann. § 4-118-104 — AR Code / Title 4 / Chapter 118 / Section 4-118-104
Penalty
Status: in_force

A person who violates this chapter or who knowingly purchases a prepaid mobile device or wireless communication services for a minor or provides funds to a minor for the purpose of purchasing a prepaid mobile device or refilling a prepaid mobile device with wireless communication services on a previously purchased prepaid mobile device shall be guilty of a violation and upon conviction shall be fined no less than one hundred dollars ($100). Added by Act 2019, No. 1053,§ 1, eff. 7/24/2019.

A person who violates this chapter or who knowingly purchases a prepaid mobile device or wireless communication services for a minor or provides funds to a minor for the purpose of purchasing a prepaid mobile device or refilling a prepaid mobile device with wireless communication services on a previously purchased prepaid mobile device shall be guilty of a violation and upon conviction shall be fined no less than one hundred dollars ($100).

Added by Act 2019, No. 1053,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-33-401 — AR Code / Title 4 / Chapter 33 / Subchapter 4 / Section 4-33-401
Corporate name
Status: in_force

(a) A corporate name may not contain language stating or implying that the corporation is organized for a purpose other than that permitted by § 4-33-301 and its articles of incorporation. (b) Except as authorized by subsections (c), (d), and (e) of this section, a corporate name must be distinguishable upon the records of the Secretary of State from: (1) the corporate name of a nonprofit or business corporation incorporated or authorized to do business in this state; (2) a corporate name reserved or registered under § 4-33-402 or § 4-33-403 of this chapter or § 4-26-402 or § 4-27-402 ; or (3) the fictitious name of a foreign business or nonprofit corporation authorized to transact business in this state because its real name is unavailable. (c) In determining whether or not a corporate name is distinguishable under subsection (b) of this section, a corporate name that is different from the name of another entity or filing is distinguishable unless the only difference is one (1) or more of the following: (1) a suffix; (2) a definite or indefinite article; (3) the word "and" and the symbol "&"; (4) the singular, plural, or possessive form of a word; or (5) a punctuation mark or a symbol. (d) A corporation may apply to the Secretary of State for authorization to use a name that is not distinguishable upon the Secretary of State's records from one (1) or more of the names described in subsection (b) of this section. The Secretary of State shall authorize use of the name applied for if: (1) the other corporation consents to the use in writing and submits an undertaking in form satisfactory to the Secretary of State to change its name to a name that is distinguishable upon the records of the Secretary of State from the name of the applying corporation; or (2) the applicant delivers to the Secretary of State a certified copy of a final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state. (e) A corporation may use the name (including the fictitious name) of another domestic or foreign business or nonprofit corporation that is used in this state if the other corporation is incorporated or authorized to do business in this state and the proposed user corporation: (1) has merged with the other corporation; (2) has been formed by reorganization of the other corporation; or (3) has acquired all or substantially all of the assets, including the corporate name, of the other corporation. (f) This chapter does not control the use of fictitious names. Amended by Act 2023, No. 256,§ 7, eff. 8/1/2023. Acts 1993, No. 1147, § 401.

(a) A corporate name may not contain language stating or implying that the corporation is organized for a purpose other than that permitted by § 4-33-301 and its articles of incorporation.

(b) Except as authorized by subsections (c), (d), and (e) of this section, a corporate name must be distinguishable upon the records of the Secretary of State from: (1) the corporate name of a nonprofit or business corporation incorporated or authorized to do business in this state; (2) a corporate name reserved or registered under § 4-33-402 or § 4-33-403 of this chapter or § 4-26-402 or § 4-27-402 ; or (3) the fictitious name of a foreign business or nonprofit corporation authorized to transact business in this state because its real name is unavailable.

(1) the corporate name of a nonprofit or business corporation incorporated or authorized to do business in this state;

(2) a corporate name reserved or registered under § 4-33-402 or § 4-33-403 of this chapter or § 4-26-402 or § 4-27-402 ; or

(3) the fictitious name of a foreign business or nonprofit corporation authorized to transact business in this state because its real name is unavailable.

(c) In determining whether or not a corporate name is distinguishable under subsection (b) of this section, a corporate name that is different from the name of another entity or filing is distinguishable unless the only difference is one (1) or more of the following: (1) a suffix; (2) a definite or indefinite article; (3) the word "and" and the symbol "&"; (4) the singular, plural, or possessive form of a word; or (5) a punctuation mark or a symbol.

(1) a suffix;

(2) a definite or indefinite article;

(3) the word "and" and the symbol "&";

(4) the singular, plural, or possessive form of a word; or

(5) a punctuation mark or a symbol.

(d) A corporation may apply to the Secretary of State for authorization to use a name that is not distinguishable upon the Secretary of State's records from one (1) or more of the names described in subsection (b) of this section. The Secretary of State shall authorize use of the name applied for if: (1) the other corporation consents to the use in writing and submits an undertaking in form satisfactory to the Secretary of State to change its name to a name that is distinguishable upon the records of the Secretary of State from the name of the applying corporation; or (2) the applicant delivers to the Secretary of State a certified copy of a final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state.

(1) the other corporation consents to the use in writing and submits an undertaking in form satisfactory to the Secretary of State to change its name to a name that is distinguishable upon the records of the Secretary of State from the name of the applying corporation; or

(2) the applicant delivers to the Secretary of State a certified copy of a final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state.

(e) A corporation may use the name (including the fictitious name) of another domestic or foreign business or nonprofit corporation that is used in this state if the other corporation is incorporated or authorized to do business in this state and the proposed user corporation: (1) has merged with the other corporation; (2) has been formed by reorganization of the other corporation; or (3) has acquired all or substantially all of the assets, including the corporate name, of the other corporation.

(1) has merged with the other corporation;

(2) has been formed by reorganization of the other corporation; or

(3) has acquired all or substantially all of the assets, including the corporate name, of the other corporation.

(f) This chapter does not control the use of fictitious names.

Amended by Act 2023, No. 256,§ 7, eff. 8/1/2023.

Acts 1993, No. 1147, § 401.
Ark. Code Ann. § 4-102-108 — AR Code / Title 4 / Chapter 102 / Section 4-102-108
Telephonic prize offers
Status: in_force

(a) All provisions of this chapter apply to prize offers made by way of telephone communication. (b) Sponsors of the offers shall not solicit or accept the payment of any money from any person unless that person has first received the written prize notice as required by this chapter. (c) No sponsor shall solicit or utilize in any fashion any credit card or bank account information from any person unless that person has first received a written prize notice as required by this chapter. (d) If a sponsor contacts a person by telephone after that person has first received a written prize notice as required by this chapter, the sponsor shall specifically identify the written prize notice and shall by oral disclosure communicate all disclosures required by § 4-102-106 prior to soliciting or accepting any money from any person and prior to soliciting or accepting any credit card or bank account information from any person. Acts 1995, No. 736, § 4.

(a) All provisions of this chapter apply to prize offers made by way of telephone communication.

(b) Sponsors of the offers shall not solicit or accept the payment of any money from any person unless that person has first received the written prize notice as required by this chapter.

(c) No sponsor shall solicit or utilize in any fashion any credit card or bank account information from any person unless that person has first received a written prize notice as required by this chapter.

(d) If a sponsor contacts a person by telephone after that person has first received a written prize notice as required by this chapter, the sponsor shall specifically identify the written prize notice and shall by oral disclosure communicate all disclosures required by § 4-102-106 prior to soliciting or accepting any money from any person and prior to soliciting or accepting any credit card or bank account information from any person.

Acts 1995, No. 736, § 4.
Ark. Code Ann. § 4-38-710 — AR Code / Title 4 / Chapter 38 / Subchapter 7 / Section 4-38-710
Judicial review of denial of reinstatement
Status: in_force

(a) If the Secretary of State denies a limited liability company's application for reinstatement following administrative dissolution, the Secretary of State shall serve the company with a notice in a record that explains the reasons for the denial. (b) A limited liability company may seek judicial review of denial of reinstatement in the circuit court not later than 30 days after service of the notice of denial. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

(a) If the Secretary of State denies a limited liability company's application for reinstatement following administrative dissolution, the Secretary of State shall serve the company with a notice in a record that explains the reasons for the denial.

(b) A limited liability company may seek judicial review of denial of reinstatement in the circuit court not later than 30 days after service of the notice of denial.

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-11-104 — AR Code / Title 4 / Chapter 11 / Section 4-11-104
Rights in virtual currency
Status: in_force

(a) In this section: (1) "Adverse claim" means a claim that a claimant has a property interest in a virtual currency and that it is a violation of the rights of the claimant for another person to hold, transfer, or deal with the virtual currency. (2) "Qualifying purchaser" means a purchaser that obtains control of a virtual currency for value and without notice of any adverse claim. (b) Subject to subsections (c) through (h), law other than this chapter determines whether a person acquires rights in a virtual currency and the rights that the person acquires. (c) A purchaser of a virtual currency acquires all rights in the virtual currency that the transferor had or had power to transfer. (d) A purchaser of a limited interest in a virtual currency acquires rights only to the extent of the interest purchased. (e) In addition to acquiring the rights of a purchaser, a qualifying purchaser acquires its rights in a virtual currency free of any adverse claim. (f) An action based on an adverse claim to a virtual currency, whether framed in conversion, replevin, constructive trust, equitable lien, or other theory, may not be asserted against a qualifying purchaser that acquires its interest in, and obtains control of, the virtual currency for value and without notice of the adverse claim. (g) A person has notice of an adverse claim if: (1) the person knows of the adverse claim; or (2) the person is aware of facts sufficient to indicate that there is a significant probability that the adverse claim exists and deliberately avoids information that would establish the existence of the adverse claim. (h) Filing of a financing statement under Chapter 9 is not notice of an adverse claim to a virtual currency. Added by Act 2021, No. 1078,§ 7, eff. 7/28/2021.

(a) In this section: (1) "Adverse claim" means a claim that a claimant has a property interest in a virtual currency and that it is a violation of the rights of the claimant for another person to hold, transfer, or deal with the virtual currency. (2) "Qualifying purchaser" means a purchaser that obtains control of a virtual currency for value and without notice of any adverse claim.

(1) "Adverse claim" means a claim that a claimant has a property interest in a virtual currency and that it is a violation of the rights of the claimant for another person to hold, transfer, or deal with the virtual currency.

(2) "Qualifying purchaser" means a purchaser that obtains control of a virtual currency for value and without notice of any adverse claim.

(b) Subject to subsections (c) through (h), law other than this chapter determines whether a person acquires rights in a virtual currency and the rights that the person acquires.

(c) A purchaser of a virtual currency acquires all rights in the virtual currency that the transferor had or had power to transfer.

(d) A purchaser of a limited interest in a virtual currency acquires rights only to the extent of the interest purchased.

(e) In addition to acquiring the rights of a purchaser, a qualifying purchaser acquires its rights in a virtual currency free of any adverse claim.

(f) An action based on an adverse claim to a virtual currency, whether framed in conversion, replevin, constructive trust, equitable lien, or other theory, may not be asserted against a qualifying purchaser that acquires its interest in, and obtains control of, the virtual currency for value and without notice of the adverse claim.

(g) A person has notice of an adverse claim if: (1) the person knows of the adverse claim; or (2) the person is aware of facts sufficient to indicate that there is a significant probability that the adverse claim exists and deliberately avoids information that would establish the existence of the adverse claim.

(1) the person knows of the adverse claim; or

(2) the person is aware of facts sufficient to indicate that there is a significant probability that the adverse claim exists and deliberately avoids information that would establish the existence of the adverse claim.

(h) Filing of a financing statement under Chapter 9 is not notice of an adverse claim to a virtual currency.

Added by Act 2021, No. 1078,§ 7, eff. 7/28/2021.
Ark. Code Ann. § 4-38-304 — AR Code / Title 4 / Chapter 38 / Subchapter 3 / Section 4-38-304
Liability of members and managers
Status: in_force

(a) A debt, obligation, or other liability of a limited liability company is solely the debt, obligation, or other liability of the company. A member or manager is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the company solely by reason of being or acting as a member or manager. This subsection applies regardless of the dissolution of the company. (b) The failure of a limited liability company to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a member or manager for a debt, obligation, or other liability of the company. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

(a) A debt, obligation, or other liability of a limited liability company is solely the debt, obligation, or other liability of the company. A member or manager is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the company solely by reason of being or acting as a member or manager. This subsection applies regardless of the dissolution of the company.

(b) The failure of a limited liability company to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a member or manager for a debt, obligation, or other liability of the company.

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-47-801 — AR Code / Title 4 / Chapter 47 / Subchapter 8 / Section 4-47-801
Nonjudicial dissolution
Status: in_force

Except as otherwise provided in § 4-47-802 , a limited partnership is dissolved, and its activities must be wound up, only upon the occurrence of any of the following: (1) the happening of an event specified in the partnership agreement; (2) the consent of all general partners and of limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; (3) after the dissociation of a person as a general partner: (A) if the limited partnership has at least one remaining general partner, the consent to dissolve the limited partnership given within 90 days after the dissociation by partners owning a majority of the rights to receive distributions as partners at the time the consent is to be effective; or (B) if the limited partnership does not have a remaining general partner, the passage of 90 days after the dissociation, unless before the end of the period: (i) consent to continue the activities of the limited partnership and admit at least one general partner is given by limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; and (ii) at least one person is admitted as a general partner in accordance with the consent; (4) the passage of 90 days after the dissociation of the limited partnership's last limited partner, unless before the end of the period the limited partnership admits at least one limited partner; or (5) the signing and filing of a declaration of dissolution by the Secretary of State under § 4-47-809(c) . Acts 2007, No. 15, § 1.

Except as otherwise provided in § 4-47-802 , a limited partnership is dissolved, and its activities must be wound up, only upon the occurrence of any of the following:

(1) the happening of an event specified in the partnership agreement;

(2) the consent of all general partners and of limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective;

(3) after the dissociation of a person as a general partner: (A) if the limited partnership has at least one remaining general partner, the consent to dissolve the limited partnership given within 90 days after the dissociation by partners owning a majority of the rights to receive distributions as partners at the time the consent is to be effective; or (B) if the limited partnership does not have a remaining general partner, the passage of 90 days after the dissociation, unless before the end of the period: (i) consent to continue the activities of the limited partnership and admit at least one general partner is given by limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; and (ii) at least one person is admitted as a general partner in accordance with the consent;

(A) if the limited partnership has at least one remaining general partner, the consent to dissolve the limited partnership given within 90 days after the dissociation by partners owning a majority of the rights to receive distributions as partners at the time the consent is to be effective; or

(B) if the limited partnership does not have a remaining general partner, the passage of 90 days after the dissociation, unless before the end of the period: (i) consent to continue the activities of the limited partnership and admit at least one general partner is given by limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; and (ii) at least one person is admitted as a general partner in accordance with the consent;

(i) consent to continue the activities of the limited partnership and admit at least one general partner is given by limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; and

(ii) at least one person is admitted as a general partner in accordance with the consent;

(4) the passage of 90 days after the dissociation of the limited partnership's last limited partner, unless before the end of the period the limited partnership admits at least one limited partner; or

(5) the signing and filing of a declaration of dissolution by the Secretary of State under § 4-47-809(c) .

Acts 2007, No. 15, § 1.