Ark. Code Ann. § 4-98-105 — AR Code / Title 4 / Chapter 98 / Section 4-98-105
Remedies
Status: in_force

(a) (1) Any consumer injured by a violation of this chapter may bring an action for the recovery of damages. (2) Judgment may be entered for three (3) times the amount at which the actual damages are assessed, plus costs and reasonable attorney's fees. (b) (1) 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. (2) 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 him or her for the enforcement of this chapter. (c) (1) No private action may be brought under the provisions of this chapter more than two (2) years after the cause of action accrues. (2) A cause of action shall be deemed to have accrued when the party bringing an action under the provisions of this chapter knows or in the exercise of reasonable care should have known about the violation of the provisions of this chapter. Acts 1993, No. 203, § 5.

(a) (1) Any consumer injured by a violation of this chapter may bring an action for the recovery of damages. (2) Judgment may be entered for three (3) times the amount at which the actual damages are assessed, plus costs and reasonable attorney's fees.

(1) Any consumer injured by a violation of this chapter may bring an action for the recovery of damages.

(2) Judgment may be entered for three (3) times the amount at which the actual damages are assessed, plus costs and reasonable attorney's fees.

(b) (1) 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. (2) 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 him or her for the enforcement of this chapter.

(1) 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.

(2) 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 him or her for the enforcement of this chapter.

(c) (1) No private action may be brought under the provisions of this chapter more than two (2) years after the cause of action accrues. (2) A cause of action shall be deemed to have accrued when the party bringing an action under the provisions of this chapter knows or in the exercise of reasonable care should have known about the violation of the provisions of this chapter.

(1) No private action may be brought under the provisions of this chapter more than two (2) years after the cause of action accrues.

(2) A cause of action shall be deemed to have accrued when the party bringing an action under the provisions of this chapter knows or in the exercise of reasonable care should have known about the violation of the provisions of this chapter.

Acts 1993, No. 203, § 5.
Ark. Code Ann. § 4-29-201 — AR Code / Title 4 / Chapter 29 / Subchapter 2 / Section 4-29-201
Title
Status: in_force

This subchapter may be cited as the "Arkansas Professional Corporation Act". Acts 1963, No. 155, § 1; A.S.A. 1947, § 64-2001.

This subchapter may be cited as the "Arkansas Professional Corporation Act".

Acts 1963, No. 155, § 1; A.S.A. 1947, § 64-2001.
Ark. Code Ann. § 4-112-107 — AR Code / Title 4 / Chapter 112 / Section 4-112-107
Exceptions
Status: in_force

(a) This chapter does not apply to the use of a credit report by any of the following: (1) (A) A person or an entity, or a subsidiary, an affiliate, or an agent of that person or entity, or an assignee of a financial obligation owed by the consumer to that person or entity, or a prospective assignee of a financial obligation owed by the consumer to that person or entity in conjunction with the proposed purchase of the financial obligation, with which the consumer has or had prior to assignment an account or a contract including a demand deposit account, or to whom the consumer issued a negotiable instrument, for the purposes of reviewing the account or collecting the financial obligation owed for the account, contract, or negotiable instrument. (B) As used in this subdivision (a)(1), "reviewing the account" includes activities related to account maintenance, monitoring, credit line increases, and account upgrades and enhancements; (2) A subsidiary, an affiliate, an agent, an assignee, or a prospective assignee of a person or an entity to which access has been granted for purposes of facilitating the extension of credit or other permissible use; (3) A state or local agency, law enforcement agency, trial court, or private collection agency acting under a court order, warrant, or subpoena; (4) A child support agency acting under Title IV-D of the Social Security Act, 42 U.S.C. § 651 et seq., as it existed on January 1, 2009; (5) The state or its agents or assigns acting to investigate fraud or acting to investigate or collect delinquent taxes or unpaid court orders or to fulfill any of its other constitutional or statutory responsibilities if such responsibilities are consistent with a permissible purpose under 15 U.S.C. § 1681b , as it existed on January 1, 2009; (6) The use of credit information used for purposes permitted under 15 U.S.C. § 1681b(c) , as it existed on January 1, 2009; (7) Any person or entity administering a credit file monitoring subscription or similar service to which the consumer has subscribed; (8) Any person or entity for the purpose of providing a consumer with a copy of his or her credit report or credit score upon the request of the consumer; (9) Any person using the information in connection with the business of insurance; or (10) A consumer reporting agency for its database or file that is used for one (1) or more of the following: (A) Maintaining criminal records; (B) Fraud prevention or detection; (C) Maintaining personal loss history information; or (D) Employment, tenant, or individual background screening. Acts 2007, No. 391, § 1; 2009, No. 223, § 1.

(a) This chapter does not apply to the use of a credit report by any of the following: (1) (A) A person or an entity, or a subsidiary, an affiliate, or an agent of that person or entity, or an assignee of a financial obligation owed by the consumer to that person or entity, or a prospective assignee of a financial obligation owed by the consumer to that person or entity in conjunction with the proposed purchase of the financial obligation, with which the consumer has or had prior to assignment an account or a contract including a demand deposit account, or to whom the consumer issued a negotiable instrument, for the purposes of reviewing the account or collecting the financial obligation owed for the account, contract, or negotiable instrument. (B) As used in this subdivision (a)(1), "reviewing the account" includes activities related to account maintenance, monitoring, credit line increases, and account upgrades and enhancements; (2) A subsidiary, an affiliate, an agent, an assignee, or a prospective assignee of a person or an entity to which access has been granted for purposes of facilitating the extension of credit or other permissible use; (3) A state or local agency, law enforcement agency, trial court, or private collection agency acting under a court order, warrant, or subpoena; (4) A child support agency acting under Title IV-D of the Social Security Act, 42 U.S.C. § 651 et seq., as it existed on January 1, 2009; (5) The state or its agents or assigns acting to investigate fraud or acting to investigate or collect delinquent taxes or unpaid court orders or to fulfill any of its other constitutional or statutory responsibilities if such responsibilities are consistent with a permissible purpose under 15 U.S.C. § 1681b , as it existed on January 1, 2009; (6) The use of credit information used for purposes permitted under 15 U.S.C. § 1681b(c) , as it existed on January 1, 2009; (7) Any person or entity administering a credit file monitoring subscription or similar service to which the consumer has subscribed; (8) Any person or entity for the purpose of providing a consumer with a copy of his or her credit report or credit score upon the request of the consumer; (9) Any person using the information in connection with the business of insurance; or (10) A consumer reporting agency for its database or file that is used for one (1) or more of the following: (A) Maintaining criminal records; (B) Fraud prevention or detection; (C) Maintaining personal loss history information; or (D) Employment, tenant, or individual background screening.

(1) (A) A person or an entity, or a subsidiary, an affiliate, or an agent of that person or entity, or an assignee of a financial obligation owed by the consumer to that person or entity, or a prospective assignee of a financial obligation owed by the consumer to that person or entity in conjunction with the proposed purchase of the financial obligation, with which the consumer has or had prior to assignment an account or a contract including a demand deposit account, or to whom the consumer issued a negotiable instrument, for the purposes of reviewing the account or collecting the financial obligation owed for the account, contract, or negotiable instrument. (B) As used in this subdivision (a)(1), "reviewing the account" includes activities related to account maintenance, monitoring, credit line increases, and account upgrades and enhancements;

(A) A person or an entity, or a subsidiary, an affiliate, or an agent of that person or entity, or an assignee of a financial obligation owed by the consumer to that person or entity, or a prospective assignee of a financial obligation owed by the consumer to that person or entity in conjunction with the proposed purchase of the financial obligation, with which the consumer has or had prior to assignment an account or a contract including a demand deposit account, or to whom the consumer issued a negotiable instrument, for the purposes of reviewing the account or collecting the financial obligation owed for the account, contract, or negotiable instrument.

(B) As used in this subdivision (a)(1), "reviewing the account" includes activities related to account maintenance, monitoring, credit line increases, and account upgrades and enhancements;

(2) A subsidiary, an affiliate, an agent, an assignee, or a prospective assignee of a person or an entity to which access has been granted for purposes of facilitating the extension of credit or other permissible use;

(3) A state or local agency, law enforcement agency, trial court, or private collection agency acting under a court order, warrant, or subpoena;

(4) A child support agency acting under Title IV-D of the Social Security Act, 42 U.S.C. § 651 et seq., as it existed on January 1, 2009;

(5) The state or its agents or assigns acting to investigate fraud or acting to investigate or collect delinquent taxes or unpaid court orders or to fulfill any of its other constitutional or statutory responsibilities if such responsibilities are consistent with a permissible purpose under 15 U.S.C. § 1681b , as it existed on January 1, 2009;

(6) The use of credit information used for purposes permitted under 15 U.S.C. § 1681b(c) , as it existed on January 1, 2009;

(7) Any person or entity administering a credit file monitoring subscription or similar service to which the consumer has subscribed;

(8) Any person or entity for the purpose of providing a consumer with a copy of his or her credit report or credit score upon the request of the consumer;

(9) Any person using the information in connection with the business of insurance; or

(10) A consumer reporting agency for its database or file that is used for one (1) or more of the following: (A) Maintaining criminal records; (B) Fraud prevention or detection; (C) Maintaining personal loss history information; or (D) Employment, tenant, or individual background screening.

(A) Maintaining criminal records;

(B) Fraud prevention or detection;

(C) Maintaining personal loss history information; or

(D) Employment, tenant, or individual background screening.

Acts 2007, No. 391, § 1; 2009, No. 223, § 1.
Ark. Code Ann. § 4-72-205 — AR Code / Title 4 / Chapter 72 / Subchapter 2 / Section 4-72-205
Transfer, assignment, or sale of franchise
Status: in_force

(a) Except as provided in subsection (d) of this section, it is a violation of this subchapter for a franchisee or a franchise owner to transfer, assign, or sell a franchise or interest therein to another person unless the franchisee or the franchise owner first notifies the franchisor of that intention by written notice, stating in the notice of intent the prospective transferee's name, address, statement of financial qualification, and business experience during the previous five (5) years. (b) (1) Within thirty (30) days after receipt of the notice under subsection (a) of this section, the franchisor shall: (A) Approve in writing to the franchisee or to the franchise owner the sale, transfer, or assignment to the proposed transferee; or (B) By written notice advise the franchisee and franchise owner of the unacceptability of the proposed transferee, stating a material deficiency relating to the character, financial ability, or business experience of the proposed transferee based on the application of the franchisor's then-existing standards consistently and uniformly applied to similarly situated franchisees operating within the franchise brand. (2) If the franchisor does not reply within the specified thirty (30) days, the franchisor's approval is deemed granted. (c) A transfer, assignment, or sale under this section shall not be valid unless the transferee agrees in writing to comply with the reasonable and legal requirements of the franchise then in effect. (d) A franchisor's approval is not required for a transfer of a franchise by a franchisee or franchise owner to the spouse, child, or heir of the franchisee or franchise owner who is operationally and financially qualified. (e) It is a violation of this subchapter for a franchisor or the franchisor's related entities, affiliates, or assigns to exercise a right of first refusal with respect to a franchisee's transfer, assignment, or sale in the case of a transfer, sale, or assignment under subsection (d) of this section. (f) Except as provided in subsection (d) of this section, this section does not prohibit a franchisor from exercising a contractual right of first refusal to purchase a franchise or all or substantially all of the assets of a franchise business after receiving a bona fide offer from a proposed purchaser to purchase the franchise or assets of a franchise business on precisely the terms and conditions stated in the bona fide offer. Amended by Act 2023, No. 847,§ 4, eff. 8/1/2023, app. only to franchise agreements or contracts entered into or renewed on and after the effective date of this act.. Acts 1977, No. 355, § 6; A.S.A. 1947, § 70-812.

(a) Except as provided in subsection (d) of this section, it is a violation of this subchapter for a franchisee or a franchise owner to transfer, assign, or sell a franchise or interest therein to another person unless the franchisee or the franchise owner first notifies the franchisor of that intention by written notice, stating in the notice of intent the prospective transferee's name, address, statement of financial qualification, and business experience during the previous five (5) years.

(b) (1) Within thirty (30) days after receipt of the notice under subsection (a) of this section, the franchisor shall: (A) Approve in writing to the franchisee or to the franchise owner the sale, transfer, or assignment to the proposed transferee; or (B) By written notice advise the franchisee and franchise owner of the unacceptability of the proposed transferee, stating a material deficiency relating to the character, financial ability, or business experience of the proposed transferee based on the application of the franchisor's then-existing standards consistently and uniformly applied to similarly situated franchisees operating within the franchise brand. (2) If the franchisor does not reply within the specified thirty (30) days, the franchisor's approval is deemed granted.

(1) Within thirty (30) days after receipt of the notice under subsection (a) of this section, the franchisor shall: (A) Approve in writing to the franchisee or to the franchise owner the sale, transfer, or assignment to the proposed transferee; or (B) By written notice advise the franchisee and franchise owner of the unacceptability of the proposed transferee, stating a material deficiency relating to the character, financial ability, or business experience of the proposed transferee based on the application of the franchisor's then-existing standards consistently and uniformly applied to similarly situated franchisees operating within the franchise brand.

(A) Approve in writing to the franchisee or to the franchise owner the sale, transfer, or assignment to the proposed transferee; or

(B) By written notice advise the franchisee and franchise owner of the unacceptability of the proposed transferee, stating a material deficiency relating to the character, financial ability, or business experience of the proposed transferee based on the application of the franchisor's then-existing standards consistently and uniformly applied to similarly situated franchisees operating within the franchise brand.

(2) If the franchisor does not reply within the specified thirty (30) days, the franchisor's approval is deemed granted.

(c) A transfer, assignment, or sale under this section shall not be valid unless the transferee agrees in writing to comply with the reasonable and legal requirements of the franchise then in effect.

(d) A franchisor's approval is not required for a transfer of a franchise by a franchisee or franchise owner to the spouse, child, or heir of the franchisee or franchise owner who is operationally and financially qualified.

(e) It is a violation of this subchapter for a franchisor or the franchisor's related entities, affiliates, or assigns to exercise a right of first refusal with respect to a franchisee's transfer, assignment, or sale in the case of a transfer, sale, or assignment under subsection (d) of this section.

(f) Except as provided in subsection (d) of this section, this section does not prohibit a franchisor from exercising a contractual right of first refusal to purchase a franchise or all or substantially all of the assets of a franchise business after receiving a bona fide offer from a proposed purchaser to purchase the franchise or assets of a franchise business on precisely the terms and conditions stated in the bona fide offer.

Amended by Act 2023, No. 847,§ 4, eff. 8/1/2023, app. only to franchise agreements or contracts entered into or renewed on and after the effective date of this act..

Acts 1977, No. 355, § 6; A.S.A. 1947, § 70-812.
Ark. Code Ann. § 4-88-301 — AR Code / Title 4 / Chapter 88 / Subchapter 3 / Section 4-88-301
Emergencies and natural disasters - Taking unfair advantage of consumers
Status: in_force

The General Assembly hereby finds that during emergencies and major disasters, including, but not limited to, tornadoes, earthquakes, fires, floods, or civil disturbances, some merchants have taken unfair advantage of consumers by greatly increasing prices for essential consumer goods or services. While the pricing of consumer goods and services is generally best left to the marketplace under ordinary conditions, when a declared state of emergency results in abnormal disruptions of the market, the public interest requires that excessive and unjustified increases in the prices of essential consumer goods and services be prohibited. It is the intent of the General Assembly in enacting this subchapter to protect citizens from excessive and unjustified increases in the prices charged during or shortly after a declared state of emergency for goods and services that are vital and necessary for the health, safety, and welfare of consumers. Further, it is the intent of the General Assembly that this section be liberally construed so that its beneficial purposes may be served. Acts 1997, No. 376, § 1.

The General Assembly hereby finds that during emergencies and major disasters, including, but not limited to, tornadoes, earthquakes, fires, floods, or civil disturbances, some merchants have taken unfair advantage of consumers by greatly increasing prices for essential consumer goods or services. While the pricing of consumer goods and services is generally best left to the marketplace under ordinary conditions, when a declared state of emergency results in abnormal disruptions of the market, the public interest requires that excessive and unjustified increases in the prices of essential consumer goods and services be prohibited. It is the intent of the General Assembly in enacting this subchapter to protect citizens from excessive and unjustified increases in the prices charged during or shortly after a declared state of emergency for goods and services that are vital and necessary for the health, safety, and welfare of consumers. Further, it is the intent of the General Assembly that this section be liberally construed so that its beneficial purposes may be served.

Acts 1997, No. 376, § 1.
Ark. Code Ann. § 4-28-223 — AR Code / Title 4 / Chapter 28 / Subchapter 2 / Section 4-28-223
Fees to be paid to Secretary of State
Status: in_force

The Secretary of State shall charge and collect the fees provided under § 4-33-122 for filing the articles of incorporation, amendments, and other filings or certificates under this subchapter. Acts 1963, No. 176, § 20; A.S.A. 1947, § 64-1920; Acts 1987, No. 1068, § 4; 2007, No. 646, § 3.

The Secretary of State shall charge and collect the fees provided under § 4-33-122 for filing the articles of incorporation, amendments, and other filings or certificates under this subchapter.

Acts 1963, No. 176, § 20; A.S.A. 1947, § 64-1920; Acts 1987, No. 1068, § 4; 2007, No. 646, § 3.
Ark. Code Ann. § 4-47-105 — AR Code / Title 4 / Chapter 47 / Subchapter 1 / Section 4-47-105
Powers
Status: in_force

A limited partnership has the powers to do all things necessary or convenient to carry on its activities, including the power to sue, be sued, and defend in its own name and to maintain an action against a partner for harm caused to the limited partnership by a breach of the partnership agreement or violation of a duty to the partnership. Acts 2007, No. 15, § 1.

A limited partnership has the powers to do all things necessary or convenient to carry on its activities, including the power to sue, be sued, and defend in its own name and to maintain an action against a partner for harm caused to the limited partnership by a breach of the partnership agreement or violation of a duty to the partnership.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-28-602 — AR Code / Title 4 / Chapter 28 / Subchapter 6 / Section 4-28-602
Definitions
Status: in_force

In this subchapter: (1) "Established practices" means the practices used by an unincorporated nonprofit association without material change during the most recent five years of its existence, or if it has existed for less than five years, during its entire existence. (2) "Governing principles" means the agreements, whether oral, in a record, or implied from its established practices, that govern the purpose or operation of an unincorporated nonprofit association and the rights and obligations of its members and managers. The term includes any amendment or restatement of the agreements constituting the governing principles. (3) "Manager" means a person that is responsible, alone or in concert with others, for the management of an unincorporated nonprofit association. (4) "Member" means a person that, under the governing principles, may participate in the selection of persons authorized to manage the affairs of the unincorporated nonprofit association or in the development of the policies and activities of the association. (5) "Person" means an individual, corporation, business trust, statutory entity trust, estate, trust, partnership, limited liability company, cooperative, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, or any other legal or commercial entity. (6) "Record" means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. (7) "State" means a state of the United States, the District of Columbia, Puerto Rico, United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. (8) "Unincorporated nonprofit association" means an unincorporated organization consisting of two or more members joined under an agreement that is oral, in a record, or implied from conduct, for one or more common, nonprofit purposes. The term does not include: (A) a trust; (B) a marriage, domestic partnership, common law domestic relationship, civil union, or other domestic living arrangement; (C) an organization formed under any other statute that governs the organization and operation of unincorporated associations; (D) a joint tenancy, tenancy in common, or tenancy by the entireties even if the co-owners share use of the property for a nonprofit purpose; or (E) a relationship under an agreement in a record that expressly provides that the relationship between the parties does not create an unincorporated nonprofit association. Acts 2011, No. 202, § 2.

In this subchapter:

(1) "Established practices" means the practices used by an unincorporated nonprofit association without material change during the most recent five years of its existence, or if it has existed for less than five years, during its entire existence.

(2) "Governing principles" means the agreements, whether oral, in a record, or implied from its established practices, that govern the purpose or operation of an unincorporated nonprofit association and the rights and obligations of its members and managers. The term includes any amendment or restatement of the agreements constituting the governing principles.

(3) "Manager" means a person that is responsible, alone or in concert with others, for the management of an unincorporated nonprofit association.

(4) "Member" means a person that, under the governing principles, may participate in the selection of persons authorized to manage the affairs of the unincorporated nonprofit association or in the development of the policies and activities of the association.

(5) "Person" means an individual, corporation, business trust, statutory entity trust, estate, trust, partnership, limited liability company, cooperative, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, or any other legal or commercial entity.

(6) "Record" means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form.

(7) "State" means a state of the United States, the District of Columbia, Puerto Rico, United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States.

(8) "Unincorporated nonprofit association" means an unincorporated organization consisting of two or more members joined under an agreement that is oral, in a record, or implied from conduct, for one or more common, nonprofit purposes. The term does not include: (A) a trust; (B) a marriage, domestic partnership, common law domestic relationship, civil union, or other domestic living arrangement; (C) an organization formed under any other statute that governs the organization and operation of unincorporated associations; (D) a joint tenancy, tenancy in common, or tenancy by the entireties even if the co-owners share use of the property for a nonprofit purpose; or (E) a relationship under an agreement in a record that expressly provides that the relationship between the parties does not create an unincorporated nonprofit association.

(A) a trust;

(B) a marriage, domestic partnership, common law domestic relationship, civil union, or other domestic living arrangement;

(C) an organization formed under any other statute that governs the organization and operation of unincorporated associations;

(D) a joint tenancy, tenancy in common, or tenancy by the entireties even if the co-owners share use of the property for a nonprofit purpose; or

(E) a relationship under an agreement in a record that expressly provides that the relationship between the parties does not create an unincorporated nonprofit association.

Acts 2011, No. 202, § 2.
Ark. Code Ann. § 4-19-101 — AR Code / Title 4 / Chapter 19 / Section 4-19-101
Title
Status: in_force

This chapter shall be known and may be cited as the "Transmitting Utility Act". Acts 1965, No. 375, § 1; A.S.A. 1947, § 73-2301.

This chapter shall be known and may be cited as the "Transmitting Utility Act".

Acts 1965, No. 375, § 1; A.S.A. 1947, § 73-2301.
Ark. Code Ann. § 4-90-501 — AR Code / Title 4 / Chapter 90 / Subchapter 5 / Section 4-90-501
Title
Status: in_force

This subchapter is known and may be cited as the "Motor Vehicle Service Contract Act". Acts 1993, No. 805, § 1.

This subchapter is known and may be cited as the "Motor Vehicle Service Contract Act".

Acts 1993, No. 805, § 1.
Ark. Code Ann. § 4-90-802 — AR Code / Title 4 / Chapter 90 / Subchapter 8 / Section 4-90-802
Definitions
Status: in_force

As used in this subchapter: (1) "Administrator" means a person, other than an insurer or creditor, that performs administrative or operational functions under a guaranteed asset protection waiver program; (2) "Borrower" means a debtor, retail buyer, or lessee under a finance agreement; (3) "Creditor" means: (A) A lender in a loan or credit transaction; (B) A lessor in a lease transaction; (C) Any retail seller in a retail installment transaction; (D) A seller in a commercial retail installment transaction; or (E) An assignee of any of the above to whom a credit obligation is payable; (4) "Finance agreement" means a loan, lease, or retail installment sales contract for the purchase or lease of a motor vehicle; (5) "Free look period" means the period of time, not less than thirty (30) days, from the effective date of the guaranteed asset protection waiver until the date the borrower may cancel the contract without imposition of a penalty, fee, or cost to the borrower; (6) "Guaranteed asset protection waiver" means a contractual agreement wherein a creditor, for a separate charge, agrees to cancel or waive all or part of the amount due on a borrower's finance agreement with the creditor in the case of a total physical damage loss or unrecovered theft of the motor vehicle, and the contractual agreement is part of or a separate addendum to the borrower's finance agreement; (7) "Insurer" means an insurance company that is licensed, registered, or otherwise authorized to do business under the insurance laws of this state; (8) "Motor vehicle" means a self-propelled or towed vehicle designed for personal or commercial use, including without limitation: (A) An automobile; (B) A truck; (C) A motorcycle; (D) A recreational vehicle; (E) An all-terrain vehicle; (F) A snowmobile; (G) A camper; (H) A boat; (I) A personal watercraft; (J) A motorcycle trailer; (K) A boat trailer; (L) A camper trailer; and (M) A personal watercraft trailer; (9) "Person" means an individual, company, association, organization, partnership, business trust, corporation, or any other form of legal entity; (10) "Retail buyer" means a person who buys or agrees to buy a motor vehicle; and (11) "Retail seller" means a motor vehicle dealer that sells, or offers to sell, a motor vehicle. Added by Act 2019, No. 787,§ 1, eff. 7/24/2019.

As used in this subchapter:

(1) "Administrator" means a person, other than an insurer or creditor, that performs administrative or operational functions under a guaranteed asset protection waiver program;

(2) "Borrower" means a debtor, retail buyer, or lessee under a finance agreement;

(3) "Creditor" means: (A) A lender in a loan or credit transaction; (B) A lessor in a lease transaction; (C) Any retail seller in a retail installment transaction; (D) A seller in a commercial retail installment transaction; or (E) An assignee of any of the above to whom a credit obligation is payable;

(A) A lender in a loan or credit transaction;

(B) A lessor in a lease transaction;

(C) Any retail seller in a retail installment transaction;

(D) A seller in a commercial retail installment transaction; or

(E) An assignee of any of the above to whom a credit obligation is payable;

(4) "Finance agreement" means a loan, lease, or retail installment sales contract for the purchase or lease of a motor vehicle;

(5) "Free look period" means the period of time, not less than thirty (30) days, from the effective date of the guaranteed asset protection waiver until the date the borrower may cancel the contract without imposition of a penalty, fee, or cost to the borrower;

(6) "Guaranteed asset protection waiver" means a contractual agreement wherein a creditor, for a separate charge, agrees to cancel or waive all or part of the amount due on a borrower's finance agreement with the creditor in the case of a total physical damage loss or unrecovered theft of the motor vehicle, and the contractual agreement is part of or a separate addendum to the borrower's finance agreement;

(7) "Insurer" means an insurance company that is licensed, registered, or otherwise authorized to do business under the insurance laws of this state;

(8) "Motor vehicle" means a self-propelled or towed vehicle designed for personal or commercial use, including without limitation: (A) An automobile; (B) A truck; (C) A motorcycle; (D) A recreational vehicle; (E) An all-terrain vehicle; (F) A snowmobile; (G) A camper; (H) A boat; (I) A personal watercraft; (J) A motorcycle trailer; (K) A boat trailer; (L) A camper trailer; and (M) A personal watercraft trailer;

(A) An automobile;

(B) A truck;

(C) A motorcycle;

(D) A recreational vehicle;

(E) An all-terrain vehicle;

(F) A snowmobile;

(G) A camper;

(H) A boat;

(I) A personal watercraft;

(J) A motorcycle trailer;

(K) A boat trailer;

(L) A camper trailer; and

(M) A personal watercraft trailer;

(9) "Person" means an individual, company, association, organization, partnership, business trust, corporation, or any other form of legal entity;

(10) "Retail buyer" means a person who buys or agrees to buy a motor vehicle; and

(11) "Retail seller" means a motor vehicle dealer that sells, or offers to sell, a motor vehicle.

Added by Act 2019, No. 787,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-33-201 — AR Code / Title 4 / Chapter 33 / Subchapter 2 / Section 4-33-201
Incorporators
Status: in_force

One (1) or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the Secretary of State for filing. Acts 1993, No. 1147, § 201.

One (1) or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the Secretary of State for filing.

Acts 1993, No. 1147, § 201.
Ark. Code Ann. § 4-71-217 — AR Code / Title 4 / Chapter 71 / Subchapter 2 / Section 4-71-217
Fees
Status: in_force

(a) The Secretary of State shall by rule prescribe the fees payable for the various applications and recording fees and for related services. (b) Unless specified by the Secretary of State, the fees payable in this subchapter are not refundable. Amended by Act 2019, No. 315,§ 128, eff. 7/24/2019. Acts 1997, No. 1109, § 17.

(a) The Secretary of State shall by rule prescribe the fees payable for the various applications and recording fees and for related services.

(b) Unless specified by the Secretary of State, the fees payable in this subchapter are not refundable.

Amended by Act 2019, No. 315,§ 128, eff. 7/24/2019.

Acts 1997, No. 1109, § 17.
Ark. Code Ann. § 4-27-207 — AR Code / Title 4 / Chapter 27 / Subchapter 2 / Section 4-27-207
Emergency bylaws
Status: in_force

(a) Unless the articles of incorporation provide otherwise, the board of directors of a corporation may adopt bylaws to be effective only in an emergency defined in subsection (d) of this section. The emergency bylaws, which are subject to amendment or repeal by the shareholders, may make all provisions necessary for managing the corporation during the emergency, including: (1) procedures for calling a meeting of the board of directors; (2) quorum requirements for the meeting; and (3) designation of additional or substitute directors. (b) All provisions of the regular bylaws consistent with the emergency bylaws remain effective during the emergency. The emergency bylaws are not effective after the emergency ends. (c) Corporate action taken in good faith in accordance with the emergency bylaws: (1) binds the corporation; and (2) may not be used to impose liability on a corporate director, officer, employee, or agent. (d) An emergency exists for purposes of this section if a quorum of the corporation's directors cannot readily be assembled because of some catastrophic event. Acts 1987, No. 958, § 64-207.

(a) Unless the articles of incorporation provide otherwise, the board of directors of a corporation may adopt bylaws to be effective only in an emergency defined in subsection (d) of this section. The emergency bylaws, which are subject to amendment or repeal by the shareholders, may make all provisions necessary for managing the corporation during the emergency, including: (1) procedures for calling a meeting of the board of directors; (2) quorum requirements for the meeting; and (3) designation of additional or substitute directors.

(1) procedures for calling a meeting of the board of directors;

(2) quorum requirements for the meeting; and

(3) designation of additional or substitute directors.

(b) All provisions of the regular bylaws consistent with the emergency bylaws remain effective during the emergency. The emergency bylaws are not effective after the emergency ends.

(c) Corporate action taken in good faith in accordance with the emergency bylaws: (1) binds the corporation; and (2) may not be used to impose liability on a corporate director, officer, employee, or agent.

(1) binds the corporation; and

(2) may not be used to impose liability on a corporate director, officer, employee, or agent.

(d) An emergency exists for purposes of this section if a quorum of the corporation's directors cannot readily be assembled because of some catastrophic event.

Acts 1987, No. 958, § 64-207.
Ark. Code Ann. § 4-28-624 — AR Code / Title 4 / Chapter 28 / Subchapter 6 / Section 4-28-624
Notice and quorum requirements for meetings of managers
Status: in_force

Notice and quorum requirements for meetings of managers and the conduct of meetings of managers are determined by the governing principles. Acts 2011, No. 202, § 2.

Notice and quorum requirements for meetings of managers and the conduct of meetings of managers are determined by the governing principles.

Acts 2011, No. 202, § 2.
Ark. Code Ann. § 4-116-106 — AR Code / Title 4 / Chapter 116 / Section 4-116-106
Oral disclosures
Status: in_force

(a) If a consumer applies for a refund anticipation loan, the facilitator shall orally inform the consumer: (1) That the product is a loan that lasts one (1) or two (2) weeks; (2) That if the consumer's tax refund is less than expected, the consumer is liable for the full amount of the loan and must repay any difference; (3) The amount of the refund loan fee; and (4) The refund anticipation loan interest rate. (b) If a consumer applies for a refund anticipation check, the facilitator shall orally inform the consumer: (1) The amount of the refund check; and (2) That the consumer may receive a refund in the same amount of time without a fee if the tax return is filed electronically and if the consumer directly deposits the refund into the consumer's own bank account. (c) The disclosures required in this section shall be provided in the language primarily used for oral communication between the facilitator and the consumer. Acts 2009, No. 1402, § 1.

(a) If a consumer applies for a refund anticipation loan, the facilitator shall orally inform the consumer: (1) That the product is a loan that lasts one (1) or two (2) weeks; (2) That if the consumer's tax refund is less than expected, the consumer is liable for the full amount of the loan and must repay any difference; (3) The amount of the refund loan fee; and (4) The refund anticipation loan interest rate.

(1) That the product is a loan that lasts one (1) or two (2) weeks;

(2) That if the consumer's tax refund is less than expected, the consumer is liable for the full amount of the loan and must repay any difference;

(3) The amount of the refund loan fee; and

(4) The refund anticipation loan interest rate.

(b) If a consumer applies for a refund anticipation check, the facilitator shall orally inform the consumer: (1) The amount of the refund check; and (2) That the consumer may receive a refund in the same amount of time without a fee if the tax return is filed electronically and if the consumer directly deposits the refund into the consumer's own bank account.

(1) The amount of the refund check; and

(2) That the consumer may receive a refund in the same amount of time without a fee if the tax return is filed electronically and if the consumer directly deposits the refund into the consumer's own bank account.

(c) The disclosures required in this section shall be provided in the language primarily used for oral communication between the facilitator and the consumer.

Acts 2009, No. 1402, § 1.
Ark. Code Ann. § 4-38-205 — AR Code / Title 4 / Chapter 38 / Subchapter 2 / Section 4-38-205
Liability for inaccurate information in filed record
Status: in_force

(a) If a record delivered to the Secretary of State for filing under this chapter and filed by the Secretary of State contains inaccurate information, a person that suffers loss by reliance on the information may recover damages for the loss from: (1) a person that signed the record, or caused another to sign it on the person's behalf, and knew the information to be inaccurate at the time the record was signed; and (2) subject to subsection (b), a member of a member-managed limited liability company or a manager of a manager-managed limited liability company if: (A) the record was delivered for filing on behalf of the company; and (B) the member or manager knew or had notice of the inaccuracy for a reasonably sufficient time before the information was relied upon so that, before the reliance, the member or manager reasonably could have: (i) effected an amendment under § 4-38-202 ; (ii) filed a petition under § 4-38-204 ; or (iii) delivered to the Secretary of State for filing a statement of change under § 4-38-116 or a statement of correction under § 4-38-209 . (b) To the extent the operating agreement of a member-managed limited liability company expressly relieves a member of responsibility for maintaining the accuracy of information contained in records delivered on behalf of the company to the Secretary of State for filing under this chapter and imposes that responsibility on one or more other members, the liability stated in subsection (a)(2) applies to those other members and not to the member that the operating agreement relieves of the responsibility. (c) An individual who signs a record authorized or required to be filed under this chapter affirms under penalty of perjury that the information stated in the record is accurate. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

(a) If a record delivered to the Secretary of State for filing under this chapter and filed by the Secretary of State contains inaccurate information, a person that suffers loss by reliance on the information may recover damages for the loss from: (1) a person that signed the record, or caused another to sign it on the person's behalf, and knew the information to be inaccurate at the time the record was signed; and (2) subject to subsection (b), a member of a member-managed limited liability company or a manager of a manager-managed limited liability company if: (A) the record was delivered for filing on behalf of the company; and (B) the member or manager knew or had notice of the inaccuracy for a reasonably sufficient time before the information was relied upon so that, before the reliance, the member or manager reasonably could have: (i) effected an amendment under § 4-38-202 ; (ii) filed a petition under § 4-38-204 ; or (iii) delivered to the Secretary of State for filing a statement of change under § 4-38-116 or a statement of correction under § 4-38-209 .

(1) a person that signed the record, or caused another to sign it on the person's behalf, and knew the information to be inaccurate at the time the record was signed; and

(2) subject to subsection (b), a member of a member-managed limited liability company or a manager of a manager-managed limited liability company if: (A) the record was delivered for filing on behalf of the company; and (B) the member or manager knew or had notice of the inaccuracy for a reasonably sufficient time before the information was relied upon so that, before the reliance, the member or manager reasonably could have: (i) effected an amendment under § 4-38-202 ; (ii) filed a petition under § 4-38-204 ; or (iii) delivered to the Secretary of State for filing a statement of change under § 4-38-116 or a statement of correction under § 4-38-209 .

(A) the record was delivered for filing on behalf of the company; and

(B) the member or manager knew or had notice of the inaccuracy for a reasonably sufficient time before the information was relied upon so that, before the reliance, the member or manager reasonably could have: (i) effected an amendment under § 4-38-202 ; (ii) filed a petition under § 4-38-204 ; or (iii) delivered to the Secretary of State for filing a statement of change under § 4-38-116 or a statement of correction under § 4-38-209 .

(i) effected an amendment under § 4-38-202 ;

(ii) filed a petition under § 4-38-204 ; or

(iii) delivered to the Secretary of State for filing a statement of change under § 4-38-116 or a statement of correction under § 4-38-209 .

(b) To the extent the operating agreement of a member-managed limited liability company expressly relieves a member of responsibility for maintaining the accuracy of information contained in records delivered on behalf of the company to the Secretary of State for filing under this chapter and imposes that responsibility on one or more other members, the liability stated in subsection (a)(2) applies to those other members and not to the member that the operating agreement relieves of the responsibility.

(c) An individual who signs a record authorized or required to be filed under this chapter affirms under penalty of perjury that the information stated in the record is accurate.

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-75-301 — AR Code / Title 4 / Chapter 75 / Subchapter 3 / Section 4-75-301
Definition
Status: in_force

As used in this subchapter, unless the context otherwise requires, "monopoly" means any union or combination or consolidation or affiliation of capital, credit, property, assets, trade, customs, skill, or acts of any other valuable thing or possession, by or between persons, firms, or corporations, or association of persons, firms, or corporations, whereby any one (1) of the purposes or objects mentioned in this subchapter is accomplished or sought to be accomplished, or whereby any one (1) or more of the purposes are promoted or attempted to be executed or carried out, or whereby the several results described herein are reasonably calculated to be produced. A monopoly, as thus defined and contemplated, includes not merely a combination by and between two (2) or more persons, firms, and corporations, acting for themselves, but is especially defined and intended to include all aggregations, amalgamations, affiliations, consolidations, or incorporations of capital, skill, credit, assets, property, custom, trade, or other valuable things or possessions, whether effected by the ordinary methods of partnership or by actual union under the legal form of a corporation or any incorporated body resulting from the union of one (1) or more distinct firms or corporations, or by the purchase, acquisition, or control of shares or certificates of stock or bonds or other corporate property or franchises; and all partnerships and corporations that have been or may be created by the consolidation or amalgamation of the separate capital, stock, bonds, assets, credit, property, customs, trade, corporate, or firm belongings of two (2) or more firms or corporations or companies are especially declared to constitute monopolies within the meaning of this subchapter, if so created or entered into for any one (1) or more of the purposes named in this subchapter. Acts 1905, No. 1, § 5, p. 1; C. & M. Dig., § 7373; Pope's Dig., § 9412; A.S.A. 1947, § 70-105.

As used in this subchapter, unless the context otherwise requires, "monopoly" means any union or combination or consolidation or affiliation of capital, credit, property, assets, trade, customs, skill, or acts of any other valuable thing or possession, by or between persons, firms, or corporations, or association of persons, firms, or corporations, whereby any one (1) of the purposes or objects mentioned in this subchapter is accomplished or sought to be accomplished, or whereby any one (1) or more of the purposes are promoted or attempted to be executed or carried out, or whereby the several results described herein are reasonably calculated to be produced. A monopoly, as thus defined and contemplated, includes not merely a combination by and between two (2) or more persons, firms, and corporations, acting for themselves, but is especially defined and intended to include all aggregations, amalgamations, affiliations, consolidations, or incorporations of capital, skill, credit, assets, property, custom, trade, or other valuable things or possessions, whether effected by the ordinary methods of partnership or by actual union under the legal form of a corporation or any incorporated body resulting from the union of one (1) or more distinct firms or corporations, or by the purchase, acquisition, or control of shares or certificates of stock or bonds or other corporate property or franchises; and all partnerships and corporations that have been or may be created by the consolidation or amalgamation of the separate capital, stock, bonds, assets, credit, property, customs, trade, corporate, or firm belongings of two (2) or more firms or corporations or companies are especially declared to constitute monopolies within the meaning of this subchapter, if so created or entered into for any one (1) or more of the purposes named in this subchapter.

Acts 1905, No. 1, § 5, p. 1; C. & M. Dig., § 7373; Pope's Dig., § 9412; A.S.A. 1947, § 70-105.
Ark. Code Ann. § 4-46-303 — AR Code / Title 4 / Chapter 46 / Subchapter 3 / Section 4-46-303
Statement of partnership authority
Status: in_force

(a) A partnership may file a statement of partnership authority, which: (1) must include: (i) the name of the partnership; (ii) the street address of its chief executive office and of one office in this State, if there is one; (iii) the names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection (b) of this section; and (iv) the names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and (2) may state the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter. (b) If a statement of partnership authority names an agent, the agent shall maintain a list of the names and mailing addresses of all of the partners and make it available to any person on request for good cause shown. (c) If a filed statement of partnership authority is executed pursuant to § 4-46-105(c) and states the name of the partnership but does not contain all of the other information required by subsection (a) of this section, the statement nevertheless operates with respect to a person not a partner as provided in subsections (d) and (e) of this section. (d) Except as otherwise provided in subsection (g) of this section, a filed statement of partnership authority supplements the authority of a partner to enter into transactions on behalf of the partnership as follows: (1) Except for transfers of real property, a grant of authority contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then contained in another filed statement. A filed cancellation of a limitation on authority revives the previous grant of authority. (2) A grant of authority to transfer real property held in the name of the partnership contained in a certified copy of a filed statement of partnership authority recorded in the office for recording transfers of that real property is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a certified copy of a filed statement containing a limitation on that authority is not then of record in the office for recording transfers of that real property. The recording in the office for recording transfers of that real property of a certified copy of a filed cancellation of a limitation on authority revives the previous grant of authority. (e) A person not a partner is deemed to know of a limitation on the authority of a partner to transfer real property held in the name of the partnership if a certified copy of the filed statement containing the limitation on authority is of record in the office for recording transfers of that real property. (f) Except as otherwise provided in subsections (d) and (e) of this section and §§ 4-46-704 and 4-46-805 , a person not a partner is not deemed to know of a limitation on the authority of a partner merely because the limitation is contained in a filed statement. (g) Unless earlier canceled, a filed statement of partnership authority is canceled by operation of law five years after the date on which the statement, or the most recent amendment, was filed with the Secretary of State. Acts 1999, No. 1518, § 303.

(a) A partnership may file a statement of partnership authority, which: (1) must include: (i) the name of the partnership; (ii) the street address of its chief executive office and of one office in this State, if there is one; (iii) the names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection (b) of this section; and (iv) the names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and (2) may state the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter.

(1) must include: (i) the name of the partnership; (ii) the street address of its chief executive office and of one office in this State, if there is one; (iii) the names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection (b) of this section; and (iv) the names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and

(i) the name of the partnership;

(ii) the street address of its chief executive office and of one office in this State, if there is one;

(iii) the names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection (b) of this section; and

(iv) the names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and

(2) may state the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter.

(b) If a statement of partnership authority names an agent, the agent shall maintain a list of the names and mailing addresses of all of the partners and make it available to any person on request for good cause shown.

(c) If a filed statement of partnership authority is executed pursuant to § 4-46-105(c) and states the name of the partnership but does not contain all of the other information required by subsection (a) of this section, the statement nevertheless operates with respect to a person not a partner as provided in subsections (d) and (e) of this section.

(d) Except as otherwise provided in subsection (g) of this section, a filed statement of partnership authority supplements the authority of a partner to enter into transactions on behalf of the partnership as follows: (1) Except for transfers of real property, a grant of authority contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then contained in another filed statement. A filed cancellation of a limitation on authority revives the previous grant of authority. (2) A grant of authority to transfer real property held in the name of the partnership contained in a certified copy of a filed statement of partnership authority recorded in the office for recording transfers of that real property is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a certified copy of a filed statement containing a limitation on that authority is not then of record in the office for recording transfers of that real property. The recording in the office for recording transfers of that real property of a certified copy of a filed cancellation of a limitation on authority revives the previous grant of authority.

(1) Except for transfers of real property, a grant of authority contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then contained in another filed statement. A filed cancellation of a limitation on authority revives the previous grant of authority.

(2) A grant of authority to transfer real property held in the name of the partnership contained in a certified copy of a filed statement of partnership authority recorded in the office for recording transfers of that real property is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a certified copy of a filed statement containing a limitation on that authority is not then of record in the office for recording transfers of that real property. The recording in the office for recording transfers of that real property of a certified copy of a filed cancellation of a limitation on authority revives the previous grant of authority.

(e) A person not a partner is deemed to know of a limitation on the authority of a partner to transfer real property held in the name of the partnership if a certified copy of the filed statement containing the limitation on authority is of record in the office for recording transfers of that real property.

(f) Except as otherwise provided in subsections (d) and (e) of this section and §§ 4-46-704 and 4-46-805 , a person not a partner is not deemed to know of a limitation on the authority of a partner merely because the limitation is contained in a filed statement.

(g) Unless earlier canceled, a filed statement of partnership authority is canceled by operation of law five years after the date on which the statement, or the most recent amendment, was filed with the Secretary of State.

Acts 1999, No. 1518, § 303.
Ark. Code Ann. § 4-100-102 — AR Code / Title 4 / Chapter 100 / Section 4-100-102
Remedies and penalties
Status: in_force

(a) Any sublease or transfer, or attempted sublease or transfer, in violation of this subchapter shall constitute a deceptive trade practice as defined by § 4-88-101 et seq., and any and all remedies available thereto shall be available to the Attorney General for the enforcement of this subchapter. (b) Any person injured or damaged by reason of any act in violation of this subchapter may file a civil action to recover damages based on the violation with the following remedies: (1) The greater of three (3) times the amount of any actual damages or one thousand five hundred dollars ($1,500); (2) Reasonable attorney's fees and costs; and (3) Any other relief which the court deems just. (c) A person who knowingly or intentionally engages in an act of unlawful subleasing or transfer of a motor vehicle as described by this subchapter shall be guilty of a Class D felony. Acts 1993, No. 1042, § 3.

(a) Any sublease or transfer, or attempted sublease or transfer, in violation of this subchapter shall constitute a deceptive trade practice as defined by § 4-88-101 et seq., and any and all remedies available thereto shall be available to the Attorney General for the enforcement of this subchapter.

(b) Any person injured or damaged by reason of any act in violation of this subchapter may file a civil action to recover damages based on the violation with the following remedies: (1) The greater of three (3) times the amount of any actual damages or one thousand five hundred dollars ($1,500); (2) Reasonable attorney's fees and costs; and (3) Any other relief which the court deems just.

(1) The greater of three (3) times the amount of any actual damages or one thousand five hundred dollars ($1,500);

(2) Reasonable attorney's fees and costs; and

(3) Any other relief which the court deems just.

(c) A person who knowingly or intentionally engages in an act of unlawful subleasing or transfer of a motor vehicle as described by this subchapter shall be guilty of a Class D felony.

Acts 1993, No. 1042, § 3.
Ark. Code Ann. § 4-28-614 — AR Code / Title 4 / Chapter 28 / Subchapter 6 / Section 4-28-614
Venue
Status: in_force

Unless otherwise provided by law other than this subchapter, venue of an action against an unincorporated nonprofit association brought in this state is determined under the statutes applicable to an action brought in this state against a corporation. Acts 2011, No. 202, § 2.

Unless otherwise provided by law other than this subchapter, venue of an action against an unincorporated nonprofit association brought in this state is determined under the statutes applicable to an action brought in this state against a corporation.

Acts 2011, No. 202, § 2.
Ark. Code Ann. § 4-47-306 — AR Code / Title 4 / Chapter 47 / Subchapter 3 / Section 4-47-306
Person erroneously believing self to be limited partner
Status: in_force

(a) Except as otherwise provided in subsection (b), a person that makes an investment in a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not liable for the enterprise's obligations by reason of making the investment, receiving distributions from the enterprise, or exercising any rights of or appropriate to a limited partner, if, on ascertaining the mistake, the person: (1) causes an appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the Secretary of State for filing; or (2) withdraws from future participation as an owner in the enterprise by signing and delivering to the Secretary of State for filing a statement of withdrawal under this section. (b) A person that makes an investment described in subsection (a) is liable to the same extent as a general partner to any third party that enters into a transaction with the enterprise, believing in good faith that the person is a general partner, before the Secretary of State files a statement of withdrawal, certificate of limited partnership, amendment, or statement of correction to show that the person is not a general partner. (c) If a person makes a diligent effort in good faith to comply with subsection (a)(1) and is unable to cause the appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the Secretary of State for filing, the person has the right to withdraw from the enterprise pursuant to subsection (a)(2) even if the withdrawal would otherwise breach an agreement with others that are or have agreed to become co-owners of the enterprise. Acts 2007, No. 15, § 1.

(a) Except as otherwise provided in subsection (b), a person that makes an investment in a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not liable for the enterprise's obligations by reason of making the investment, receiving distributions from the enterprise, or exercising any rights of or appropriate to a limited partner, if, on ascertaining the mistake, the person: (1) causes an appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the Secretary of State for filing; or (2) withdraws from future participation as an owner in the enterprise by signing and delivering to the Secretary of State for filing a statement of withdrawal under this section.

(1) causes an appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the Secretary of State for filing; or

(2) withdraws from future participation as an owner in the enterprise by signing and delivering to the Secretary of State for filing a statement of withdrawal under this section.

(b) A person that makes an investment described in subsection (a) is liable to the same extent as a general partner to any third party that enters into a transaction with the enterprise, believing in good faith that the person is a general partner, before the Secretary of State files a statement of withdrawal, certificate of limited partnership, amendment, or statement of correction to show that the person is not a general partner.

(c) If a person makes a diligent effort in good faith to comply with subsection (a)(1) and is unable to cause the appropriate certificate of limited partnership, amendment, or statement of correction to be signed and delivered to the Secretary of State for filing, the person has the right to withdraw from the enterprise pursuant to subsection (a)(2) even if the withdrawal would otherwise breach an agreement with others that are or have agreed to become co-owners of the enterprise.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-75-603 — AR Code / Title 4 / Chapter 75 / Subchapter 6 / Section 4-75-603
Statute of limitations
Status: in_force

An action for misappropriation must be brought within three (3) years after the misappropriation is discovered or, by the exercise of reasonable diligence, should have been discovered. For the purposes of this section, a continuing misappropriation constitutes a single claim. Acts 1981, No. 439, § 6; A.S.A. 1947, § 70-1006.

An action for misappropriation must be brought within three (3) years after the misappropriation is discovered or, by the exercise of reasonable diligence, should have been discovered. For the purposes of this section, a continuing misappropriation constitutes a single claim.

Acts 1981, No. 439, § 6; A.S.A. 1947, § 70-1006.
Ark. Code Ann. § 4-47-1104 — AR Code / Title 4 / Chapter 47 / Subchapter 11 / Section 4-47-1104
Filings required for conversion - Effective date
Status: in_force

(a) After a plan of conversion is approved: (1) a converting limited partnership shall deliver to the Secretary of State for filing articles of conversion, which must include: (A) a statement that the limited partnership has been converted into another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; (C) the date the conversion is effective under the governing statute of the converted organization; (D) a statement that the conversion was approved as required by this chapter; (E) a statement that the conversion was approved as required by the governing statute of the converted organization; and (F) a statement confirming that the converted organization has filed a statement appointing an agent for service of process under § 4-20-112 if the converted organization is a foreign organization not authorized to transact business in this State, the street and mailing address of an office which may be used for service of process under § 4-47-1105(c) ; and (2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the Secretary of State for filing a certificate of limited partnership, which must include, in addition to the information required by § 4-47-201 : (A) a statement that the limited partnership was converted from another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; and (C) a statement that the conversion was approved in a manner that complied with the organization's governing statute. (b) A conversion becomes effective: (1) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (2) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization. Acts 2007, No. 15, § 1; 2007, No. 638, § 65; 2009, No. 814, § 16.

(a) After a plan of conversion is approved: (1) a converting limited partnership shall deliver to the Secretary of State for filing articles of conversion, which must include: (A) a statement that the limited partnership has been converted into another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; (C) the date the conversion is effective under the governing statute of the converted organization; (D) a statement that the conversion was approved as required by this chapter; (E) a statement that the conversion was approved as required by the governing statute of the converted organization; and (F) a statement confirming that the converted organization has filed a statement appointing an agent for service of process under § 4-20-112 if the converted organization is a foreign organization not authorized to transact business in this State, the street and mailing address of an office which may be used for service of process under § 4-47-1105(c) ; and (2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the Secretary of State for filing a certificate of limited partnership, which must include, in addition to the information required by § 4-47-201 : (A) a statement that the limited partnership was converted from another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; and (C) a statement that the conversion was approved in a manner that complied with the organization's governing statute.

(1) a converting limited partnership shall deliver to the Secretary of State for filing articles of conversion, which must include: (A) a statement that the limited partnership has been converted into another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; (C) the date the conversion is effective under the governing statute of the converted organization; (D) a statement that the conversion was approved as required by this chapter; (E) a statement that the conversion was approved as required by the governing statute of the converted organization; and (F) a statement confirming that the converted organization has filed a statement appointing an agent for service of process under § 4-20-112 if the converted organization is a foreign organization not authorized to transact business in this State, the street and mailing address of an office which may be used for service of process under § 4-47-1105(c) ; and

(A) a statement that the limited partnership has been converted into another organization;

(B) the name and form of the organization and the jurisdiction of its governing statute;

(C) the date the conversion is effective under the governing statute of the converted organization;

(D) a statement that the conversion was approved as required by this chapter;

(E) a statement that the conversion was approved as required by the governing statute of the converted organization; and

(F) a statement confirming that the converted organization has filed a statement appointing an agent for service of process under § 4-20-112 if the converted organization is a foreign organization not authorized to transact business in this State, the street and mailing address of an office which may be used for service of process under § 4-47-1105(c) ; and

(2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the Secretary of State for filing a certificate of limited partnership, which must include, in addition to the information required by § 4-47-201 : (A) a statement that the limited partnership was converted from another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; and (C) a statement that the conversion was approved in a manner that complied with the organization's governing statute.

(A) a statement that the limited partnership was converted from another organization;

(B) the name and form of the organization and the jurisdiction of its governing statute; and

(C) a statement that the conversion was approved in a manner that complied with the organization's governing statute.

(b) A conversion becomes effective: (1) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (2) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.

(1) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and

(2) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.

Acts 2007, No. 15, § 1; 2007, No. 638, § 65; 2009, No. 814, § 16.
Ark. Code Ann. § 4-20-117 — AR Code / Title 4 / Chapter 20 / Section 4-20-117
Relation to Electronic Signatures in Global and National Commerce Act
Status: in_force

This chapter modifies, limits, and supersedes the federal 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 delivery of any of the notices described in Section 103(b) of that act, 15 U.S.C. Section 7003(b) . Acts 2007, No. 638, § 1.

This chapter modifies, limits, and supersedes the federal 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 delivery of any of the notices described in Section 103(b) of that act, 15 U.S.C. Section 7003(b) .

Acts 2007, No. 638, § 1.
Ark. Code Ann. § 4-59-208 — AR Code / Title 4 / Chapter 59 / Subchapter 2 / Section 4-59-208
Defenses, liability, and protection of transferee or obligee
Status: in_force

(a) A transfer or obligation is not voidable under § 4-59-204(a)(1) against a person that took in good faith and for a reasonably equivalent value given the debtor, or against any subsequent transferee or obligee. (b) To the extent a transfer is voidable in an action by a creditor under § 4-59-207(a)(1) , the following rules apply: (1) except as otherwise provided in this section, the creditor may recover judgment for the value of the asset transferred, as adjusted under subsection (c), or the amount necessary to satisfy the creditor's claim, whichever is less. The judgment may be entered against: (i) the first transferee of the asset or the person for whose benefit the transfer was made; or (ii) an immediate or mediate transferee of the first transferee, other than: (A) a good-faith transferee that took for value; or (B) an immediate or mediate good-faith transferee of a person described in subdivision (b)(1)(ii)(A) of this section. (2) recovery pursuant to § 4-59-207(a)(1) or § 4-59-207(b) of or from the asset transferred or its proceeds, by levy or otherwise, is available only against a person described in subdivision (b)(1)(i) or subdivision (b)(1)(ii) of this section. (c) If the judgment under subsection (b) of this section is based upon the value of the asset transferred, the judgment must be for an amount equal to the value of the asset at the time of the transfer, subject to adjustment as the equities may require. (d) Notwithstanding voidability of a transfer or an obligation under this subchapter, a good-faith transferee or obligee is entitled, to the extent of the value given the debtor for the transfer or obligation, to: (1) a lien on or a right to retain an interest in the asset transferred; (2) enforcement of an obligation incurred; or (3) a reduction in the amount of the liability on the judgment. (e) A transfer is not voidable under § 4-59-204(a)(2) or § 4-59-205 if the transfer results from: (1) termination of a lease upon default by the debtor when the termination is pursuant to the lease and applicable law; or (2) enforcement of a security interest in compliance with chapter 9 of the Uniform Commercial Code, § 4-9-101 et seq., other than acceptance of collateral in full or partial satisfaction of the obligation it secures. (f) A transfer is not voidable under § 4-59-205(b) : (1) to the extent the insider gave new value to or for the benefit of the debtor after the transfer was made, except to the extent the new value was secured by a valid lien; (2) if made in the ordinary course of business or financial affairs of the debtor and the insider; or (3) if made pursuant to a good-faith effort to rehabilitate the debtor and the transfer secured present value given for that purpose as well as an antecedent debt of the debtor. (g) The following rules determine the burden of proving matters referred to in this section: (1) A party that seeks to invoke subsection (a), (d), (e), or (f) has the burden of proving the applicability of that subsection. (2) Except as otherwise provided in subdivisions (g)(3) and (g)(4), the creditor has the burden of proving each applicable element of subsection (b) or (c). (3) The transferee has the burden of proving the applicability to the transferee of subdivision (b)(1)(ii)(A) or (b)(1)(ii)(B). (4) A party that seeks adjustment under subsection (c) has the burden of proving the adjustment. (h) The standard of proof required to establish matters referred to in this section is preponderance of the evidence. Amended by Act 2017, No. 1086,§ 1, eff. 8/1/2017. Acts 1987, No. 967, § 8.

(a) A transfer or obligation is not voidable under § 4-59-204(a)(1) against a person that took in good faith and for a reasonably equivalent value given the debtor, or against any subsequent transferee or obligee.

(b) To the extent a transfer is voidable in an action by a creditor under § 4-59-207(a)(1) , the following rules apply: (1) except as otherwise provided in this section, the creditor may recover judgment for the value of the asset transferred, as adjusted under subsection (c), or the amount necessary to satisfy the creditor's claim, whichever is less. The judgment may be entered against: (i) the first transferee of the asset or the person for whose benefit the transfer was made; or (ii) an immediate or mediate transferee of the first transferee, other than: (A) a good-faith transferee that took for value; or (B) an immediate or mediate good-faith transferee of a person described in subdivision (b)(1)(ii)(A) of this section. (2) recovery pursuant to § 4-59-207(a)(1) or § 4-59-207(b) of or from the asset transferred or its proceeds, by levy or otherwise, is available only against a person described in subdivision (b)(1)(i) or subdivision (b)(1)(ii) of this section.

(1) except as otherwise provided in this section, the creditor may recover judgment for the value of the asset transferred, as adjusted under subsection (c), or the amount necessary to satisfy the creditor's claim, whichever is less. The judgment may be entered against: (i) the first transferee of the asset or the person for whose benefit the transfer was made; or (ii) an immediate or mediate transferee of the first transferee, other than: (A) a good-faith transferee that took for value; or (B) an immediate or mediate good-faith transferee of a person described in subdivision (b)(1)(ii)(A) of this section.

(i) the first transferee of the asset or the person for whose benefit the transfer was made; or

(ii) an immediate or mediate transferee of the first transferee, other than: (A) a good-faith transferee that took for value; or (B) an immediate or mediate good-faith transferee of a person described in subdivision (b)(1)(ii)(A) of this section.

(A) a good-faith transferee that took for value; or

(B) an immediate or mediate good-faith transferee of a person described in subdivision (b)(1)(ii)(A) of this section.

(2) recovery pursuant to § 4-59-207(a)(1) or § 4-59-207(b) of or from the asset transferred or its proceeds, by levy or otherwise, is available only against a person described in subdivision (b)(1)(i) or subdivision (b)(1)(ii) of this section.

(c) If the judgment under subsection (b) of this section is based upon the value of the asset transferred, the judgment must be for an amount equal to the value of the asset at the time of the transfer, subject to adjustment as the equities may require.

(d) Notwithstanding voidability of a transfer or an obligation under this subchapter, a good-faith transferee or obligee is entitled, to the extent of the value given the debtor for the transfer or obligation, to: (1) a lien on or a right to retain an interest in the asset transferred; (2) enforcement of an obligation incurred; or (3) a reduction in the amount of the liability on the judgment.

(1) a lien on or a right to retain an interest in the asset transferred;

(2) enforcement of an obligation incurred; or

(3) a reduction in the amount of the liability on the judgment.

(e) A transfer is not voidable under § 4-59-204(a)(2) or § 4-59-205 if the transfer results from: (1) termination of a lease upon default by the debtor when the termination is pursuant to the lease and applicable law; or (2) enforcement of a security interest in compliance with chapter 9 of the Uniform Commercial Code, § 4-9-101 et seq., other than acceptance of collateral in full or partial satisfaction of the obligation it secures.

(1) termination of a lease upon default by the debtor when the termination is pursuant to the lease and applicable law; or

(2) enforcement of a security interest in compliance with chapter 9 of the Uniform Commercial Code, § 4-9-101 et seq., other than acceptance of collateral in full or partial satisfaction of the obligation it secures.

(f) A transfer is not voidable under § 4-59-205(b) : (1) to the extent the insider gave new value to or for the benefit of the debtor after the transfer was made, except to the extent the new value was secured by a valid lien; (2) if made in the ordinary course of business or financial affairs of the debtor and the insider; or (3) if made pursuant to a good-faith effort to rehabilitate the debtor and the transfer secured present value given for that purpose as well as an antecedent debt of the debtor.

(1) to the extent the insider gave new value to or for the benefit of the debtor after the transfer was made, except to the extent the new value was secured by a valid lien;

(2) if made in the ordinary course of business or financial affairs of the debtor and the insider; or

(3) if made pursuant to a good-faith effort to rehabilitate the debtor and the transfer secured present value given for that purpose as well as an antecedent debt of the debtor.

(g) The following rules determine the burden of proving matters referred to in this section: (1) A party that seeks to invoke subsection (a), (d), (e), or (f) has the burden of proving the applicability of that subsection. (2) Except as otherwise provided in subdivisions (g)(3) and (g)(4), the creditor has the burden of proving each applicable element of subsection (b) or (c). (3) The transferee has the burden of proving the applicability to the transferee of subdivision (b)(1)(ii)(A) or (b)(1)(ii)(B). (4) A party that seeks adjustment under subsection (c) has the burden of proving the adjustment.

(1) A party that seeks to invoke subsection (a), (d), (e), or (f) has the burden of proving the applicability of that subsection.

(2) Except as otherwise provided in subdivisions (g)(3) and (g)(4), the creditor has the burden of proving each applicable element of subsection (b) or (c).

(3) The transferee has the burden of proving the applicability to the transferee of subdivision (b)(1)(ii)(A) or (b)(1)(ii)(B).

(4) A party that seeks adjustment under subsection (c) has the burden of proving the adjustment.

(h) The standard of proof required to establish matters referred to in this section is preponderance of the evidence.

Amended by Act 2017, No. 1086,§ 1, eff. 8/1/2017.

Acts 1987, No. 967, § 8.
Ark. Code Ann. § 4-46-402 — AR Code / Title 4 / Chapter 46 / Subchapter 4 / Section 4-46-402
Distributions in kind
Status: in_force

A partner has no right to receive, and may not be required to accept, a distribution in kind. Acts 1999, No. 1518, § 402.

A partner has no right to receive, and may not be required to accept, a distribution in kind.

Acts 1999, No. 1518, § 402.
Ark. Code Ann. § 4-16-101 — AR Code / Title 4 / Chapter 16 / Section 4-16-101
[Repealed]
Status: repealed

Repealed by Act 2015, No. 1235,§ 31, eff. 5/1/2015. Added by Act 2013, No. 1188,§ 1, eff. 8/16/2013.

Repealed by Act 2015, No. 1235,§ 31, eff. 5/1/2015.

Added by Act 2013, No. 1188,§ 1, eff. 8/16/2013.
Ark. Code Ann. § 4-28-409 — AR Code / Title 4 / Chapter 28 / Subchapter 4 / Section 4-28-409
Disclosures
Status: in_force

(a) It is an unlawful practice for any person to solicit or request contributions when any part of the proceeds is pledged to be given to a charitable organization or solicited for a charitable purpose unless: (1) The person discloses to each party solicited and to every purchaser, prior to accepting funds, the identity of the person responsible for soliciting the funds and whether any compensation is received for those services; (2) Whether soliciting by telephone, by mail, or by any other means, the person clearly and unambiguously discloses to each party and every purchaser, at the time or point of solicitation, his or her professional status; and (3) Upon request by a solicited party, the person truthfully and accurately discloses the percentage of funds raised which is being paid to the solicitor, either directly or as reimbursement of costs, and what percentage will be ultimately retained by the charity. (b) (1) The provisions of this section shall not apply to any bona fide full-time employee of a charitable organization or to any volunteer who donates or gives all of the gross proceeds from sales or all contributions to the organizations for which the funds or things of value were solicited. (2) However, this exemption shall not apply to any person who directly or indirectly receives a commission as compensation for services in relation to fund-raising activities performed for the charitable organization. Acts 1999, No. 1198, § 9.

(a) It is an unlawful practice for any person to solicit or request contributions when any part of the proceeds is pledged to be given to a charitable organization or solicited for a charitable purpose unless: (1) The person discloses to each party solicited and to every purchaser, prior to accepting funds, the identity of the person responsible for soliciting the funds and whether any compensation is received for those services; (2) Whether soliciting by telephone, by mail, or by any other means, the person clearly and unambiguously discloses to each party and every purchaser, at the time or point of solicitation, his or her professional status; and (3) Upon request by a solicited party, the person truthfully and accurately discloses the percentage of funds raised which is being paid to the solicitor, either directly or as reimbursement of costs, and what percentage will be ultimately retained by the charity.

(1) The person discloses to each party solicited and to every purchaser, prior to accepting funds, the identity of the person responsible for soliciting the funds and whether any compensation is received for those services;

(2) Whether soliciting by telephone, by mail, or by any other means, the person clearly and unambiguously discloses to each party and every purchaser, at the time or point of solicitation, his or her professional status; and

(3) Upon request by a solicited party, the person truthfully and accurately discloses the percentage of funds raised which is being paid to the solicitor, either directly or as reimbursement of costs, and what percentage will be ultimately retained by the charity.

(b) (1) The provisions of this section shall not apply to any bona fide full-time employee of a charitable organization or to any volunteer who donates or gives all of the gross proceeds from sales or all contributions to the organizations for which the funds or things of value were solicited. (2) However, this exemption shall not apply to any person who directly or indirectly receives a commission as compensation for services in relation to fund-raising activities performed for the charitable organization.

(1) The provisions of this section shall not apply to any bona fide full-time employee of a charitable organization or to any volunteer who donates or gives all of the gross proceeds from sales or all contributions to the organizations for which the funds or things of value were solicited.

(2) However, this exemption shall not apply to any person who directly or indirectly receives a commission as compensation for services in relation to fund-raising activities performed for the charitable organization.

Acts 1999, No. 1198, § 9.
Ark. Code Ann. § 4-47-104 — AR Code / Title 4 / Chapter 47 / Subchapter 1 / Section 4-47-104
Nature, purpose, and duration of entity
Status: in_force

(a) A limited partnership is an entity distinct from its partners. A limited partnership is the same entity regardless of whether its certificate states that the limited partnership is a limited liability limited partnership. (b) A limited partnership may be organized under this chapter for any lawful purpose. (c) A limited partnership has a perpetual duration. Acts 2007, No. 15, § 1.

(a) A limited partnership is an entity distinct from its partners. A limited partnership is the same entity regardless of whether its certificate states that the limited partnership is a limited liability limited partnership.

(b) A limited partnership may be organized under this chapter for any lawful purpose.

(c) A limited partnership has a perpetual duration.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-47-207 — AR Code / Title 4 / Chapter 47 / Subchapter 2 / Section 4-47-207
Correcting filed record
Status: in_force

(a) A limited partnership or foreign limited partnership may deliver to the Secretary of State for filing a statement of correction to correct a record previously delivered by the limited partnership or foreign limited partnership to the Secretary of State and filed by the Secretary of State, if at the time of filing the record contained false or erroneous information or was defectively signed. (b) A statement of correction may not state a delayed effective date and must: (1) describe the record to be corrected, including its filing date, or attach a copy of the record as filed; (2) specify the incorrect information and the reason it is incorrect or the manner in which the signing was defective; and (3) correct the incorrect information or defective signature. (c) When filed by the Secretary of State, a statement of correction is effective retroactively as of the effective date of the record the statement corrects, but the statement is effective when filed: (1) for the purposes of § 4-47-103(c) and (d) ; and (2) as to persons relying on the uncorrected record and adversely affected by the correction. Acts 2007, No. 15, § 1.

(a) A limited partnership or foreign limited partnership may deliver to the Secretary of State for filing a statement of correction to correct a record previously delivered by the limited partnership or foreign limited partnership to the Secretary of State and filed by the Secretary of State, if at the time of filing the record contained false or erroneous information or was defectively signed.

(b) A statement of correction may not state a delayed effective date and must: (1) describe the record to be corrected, including its filing date, or attach a copy of the record as filed; (2) specify the incorrect information and the reason it is incorrect or the manner in which the signing was defective; and (3) correct the incorrect information or defective signature.

(1) describe the record to be corrected, including its filing date, or attach a copy of the record as filed;

(2) specify the incorrect information and the reason it is incorrect or the manner in which the signing was defective; and

(3) correct the incorrect information or defective signature.

(c) When filed by the Secretary of State, a statement of correction is effective retroactively as of the effective date of the record the statement corrects, but the statement is effective when filed: (1) for the purposes of § 4-47-103(c) and (d) ; and (2) as to persons relying on the uncorrected record and adversely affected by the correction.

(1) for the purposes of § 4-47-103(c) and (d) ; and

(2) as to persons relying on the uncorrected record and adversely affected by the correction.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-91-108 — AR Code / Title 4 / Chapter 91 / Subchapter 1 / Section 4-91-108
[Repealed]
Status: repealed

Repealed by Act 2017, No. 944,§ 9, eff. 8/1/2017. Acts 1987, No. 321, § 6; 1991, No. 786, § 2.

Repealed by Act 2017, No. 944,§ 9, eff. 8/1/2017.

Acts 1987, No. 321, § 6; 1991, No. 786, § 2.
Ark. Code Ann. § 4-33-1106 — AR Code / Title 4 / Chapter 33 / Subchapter 11 / Section 4-33-1106
Merger with foreign corporation
Status: in_force

(a) Except as provided in § 4-33-1102 , one (1) or more foreign nonprofit corporations may merge with one (1) or more domestic nonprofit corporations if: (1) the merger is permitted by the law of the state or country under whose law each foreign corporation is incorporated and each foreign corporation complies with that law in effecting the merger; (2) the foreign corporation complies with § 4-33-1104 if it is the surviving corporation of the merger; and (3) each domestic nonprofit corporation complies with the applicable provisions of §§ 4-33-1101 - 4-33-1103 and, if it is the surviving corporation of the merger, with § 4-33-1104 . (b) Upon the merger taking effect, the surviving foreign business or nonprofit corporation may be served with process in any proceeding brought against it as provided in § 4-20-113 . Acts 1993, No. 1147, § 1106; 2007, No. 638, § 43.

(a) Except as provided in § 4-33-1102 , one (1) or more foreign nonprofit corporations may merge with one (1) or more domestic nonprofit corporations if: (1) the merger is permitted by the law of the state or country under whose law each foreign corporation is incorporated and each foreign corporation complies with that law in effecting the merger; (2) the foreign corporation complies with § 4-33-1104 if it is the surviving corporation of the merger; and (3) each domestic nonprofit corporation complies with the applicable provisions of §§ 4-33-1101 - 4-33-1103 and, if it is the surviving corporation of the merger, with § 4-33-1104 .

(1) the merger is permitted by the law of the state or country under whose law each foreign corporation is incorporated and each foreign corporation complies with that law in effecting the merger;

(2) the foreign corporation complies with § 4-33-1104 if it is the surviving corporation of the merger; and

(3) each domestic nonprofit corporation complies with the applicable provisions of §§ 4-33-1101 - 4-33-1103 and, if it is the surviving corporation of the merger, with § 4-33-1104 .

(b) Upon the merger taking effect, the surviving foreign business or nonprofit corporation may be served with process in any proceeding brought against it as provided in § 4-20-113 .

Acts 1993, No. 1147, § 1106; 2007, No. 638, § 43.
Ark. Code Ann. § 4-94-105 — AR Code / Title 4 / Chapter 94 / Section 4-94-105
Void or voidable provisions - Waiver
Status: in_force

(a) Any contract for health spa services which does not comply with the applicable provisions of this chapter shall be voidable at the option of the buyer. (b) (1) Any contract for health spa services entered into in reliance upon any willful and false, fraudulent, or misleading information, representation, notice, or advertisement of the seller shall be void and unenforceable. (2) (A) Any attempted enforcement of a health spa services contract in violation 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. (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. (c) Any waiver of the buyer of the provisions of this chapter shall be deemed contrary to public policy and shall be void and unenforceable. Acts 1989, No. 264, §§ 7-9; 1993, No. 1048, § 1.

(a) Any contract for health spa services which does not comply with the applicable provisions of this chapter shall be voidable at the option of the buyer.

(b) (1) Any contract for health spa services entered into in reliance upon any willful and false, fraudulent, or misleading information, representation, notice, or advertisement of the seller shall be void and unenforceable. (2) (A) Any attempted enforcement of a health spa services contract in violation 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. (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.

(1) Any contract for health spa services entered into in reliance upon any willful and false, fraudulent, or misleading information, representation, notice, or advertisement of the seller shall be void and unenforceable.

(2) (A) Any attempted enforcement of a health spa services contract in violation 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. (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.

(A) Any attempted enforcement of a health spa services contract in violation 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.

(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.

(c) Any waiver of the buyer of the provisions of this chapter shall be deemed contrary to public policy and shall be void and unenforceable.

Acts 1989, No. 264, §§ 7-9; 1993, No. 1048, § 1.
Ark. Code Ann. § 4-88-206 — AR Code / Title 4 / Chapter 88 / Subchapter 2 / Section 4-88-206
Referrals for exploitation and deceptive and unconscionable trade practices
Status: in_force

(a) The Attorney General shall establish and maintain referral procedures with the Adult Protective Services Unit of the Department of Human Services in order to provide any necessary intervention and assistance to an elder person or person with a disability who may have been victimized by violations of this chapter. (b) In order to provide any necessary intervention and assistance to an elder person or a person with a disability, as defined in this subchapter, who may have been victimized by a person who is in violation of this chapter, the Adult Protective Services Unit of the Department of Human Services shall refer to the Consumer Protection Division any cases involving suspected exploitation and financial exploitation, as defined in § 4-88-201 , to the Attorney General within forty-eight (48) hours of receipt, or at the close of business on the next business day if there is an intervening weekend or state holiday. Amended by Act 2021, No. 1015,§ 5, eff. 7/28/2021. Amended by Act 2019, No. 1035,§ 2, eff. 7/24/2019. Amended by Act 2017, No. 913,§ 10, eff. 8/1/2017. Acts 1993, No. 138, § 1.

(a) The Attorney General shall establish and maintain referral procedures with the Adult Protective Services Unit of the Department of Human Services in order to provide any necessary intervention and assistance to an elder person or person with a disability who may have been victimized by violations of this chapter.

(b) In order to provide any necessary intervention and assistance to an elder person or a person with a disability, as defined in this subchapter, who may have been victimized by a person who is in violation of this chapter, the Adult Protective Services Unit of the Department of Human Services shall refer to the Consumer Protection Division any cases involving suspected exploitation and financial exploitation, as defined in § 4-88-201 , to the Attorney General within forty-eight (48) hours of receipt, or at the close of business on the next business day if there is an intervening weekend or state holiday.

Amended by Act 2021, No. 1015,§ 5, eff. 7/28/2021.

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

Amended by Act 2017, No. 913,§ 10, eff. 8/1/2017.

Acts 1993, No. 138, § 1.
Ark. Code Ann. § 4-33-1201 — AR Code / Title 4 / Chapter 33 / Subchapter 12 / Section 4-33-1201
Sale of assets in regular course of activities and mortgage of assets
Status: in_force

(a) A corporation may on the terms and conditions and for the consideration determined by the board of directors: (1) sell, lease, exchange, or otherwise dispose of all, or substantially all, of its property in the usual and regular course of its activities; or (2) mortgage, pledge, dedicate to the repayment of indebtedness (whether with or without recourse), or otherwise encumber any or all of its property whether or not in the usual and regular course of its activities. (b) Unless the articles require it, approval of the members or any other person of a transaction described in subsection (a) of this section is not required. Acts 1993, No. 1147, § 1201.

(a) A corporation may on the terms and conditions and for the consideration determined by the board of directors: (1) sell, lease, exchange, or otherwise dispose of all, or substantially all, of its property in the usual and regular course of its activities; or (2) mortgage, pledge, dedicate to the repayment of indebtedness (whether with or without recourse), or otherwise encumber any or all of its property whether or not in the usual and regular course of its activities.

(1) sell, lease, exchange, or otherwise dispose of all, or substantially all, of its property in the usual and regular course of its activities; or

(2) mortgage, pledge, dedicate to the repayment of indebtedness (whether with or without recourse), or otherwise encumber any or all of its property whether or not in the usual and regular course of its activities.

(b) Unless the articles require it, approval of the members or any other person of a transaction described in subsection (a) of this section is not required.

Acts 1993, No. 1147, § 1201.
Ark. Code Ann. § 4-46-301 — AR Code / Title 4 / Chapter 46 / Subchapter 3 / Section 4-46-301
Partner agent of partnership
Status: in_force

Subject to the effect of a statement of partnership authority under § 4-46-303 : (1) Each partner is an agent of the partnership for the purpose of its business. An act of a partner, including the execution of an instrument in the partnership name, for apparently carrying on in the ordinary course the partnership business or business of the kind carried on by the partnership binds the partnership, unless the partner had no authority to act for the partnership in the particular matter and the person with whom the partner was dealing knew or had received a notification that the partner lacked authority. (2) An act of a partner which is not apparently for carrying on in the ordinary course the partnership business or business of the kind carried on by the partnership binds the partnership only if the act was authorized by the other partners. Acts 1999, No. 1518, § 301.

Subject to the effect of a statement of partnership authority under § 4-46-303 :

(1) Each partner is an agent of the partnership for the purpose of its business. An act of a partner, including the execution of an instrument in the partnership name, for apparently carrying on in the ordinary course the partnership business or business of the kind carried on by the partnership binds the partnership, unless the partner had no authority to act for the partnership in the particular matter and the person with whom the partner was dealing knew or had received a notification that the partner lacked authority.

(2) An act of a partner which is not apparently for carrying on in the ordinary course the partnership business or business of the kind carried on by the partnership binds the partnership only if the act was authorized by the other partners.

Acts 1999, No. 1518, § 301.
Ark. Code Ann. § 4-30-111 — AR Code / Title 4 / Chapter 30 / Subchapter 1 / Section 4-30-111
Prerequisite for commencing business
Status: in_force

No corporation organized under the provisions of this chapter shall commence business until at least twenty percent (20%) of its capital stock has been paid for in actual cash and a sworn statement to that effect has been filed with the Secretary of State, and his or her receipt for the statement shall be construed as a permit to do business. Acts 1921, No. 632, § 6; Pope's Dig., § 2267; A.S.A. 1947, § 64-1507.

No corporation organized under the provisions of this chapter shall commence business until at least twenty percent (20%) of its capital stock has been paid for in actual cash and a sworn statement to that effect has been filed with the Secretary of State, and his or her receipt for the statement shall be construed as a permit to do business.

Acts 1921, No. 632, § 6; Pope's Dig., § 2267; A.S.A. 1947, § 64-1507.
Ark. Code Ann. § 4-27-1803 — AR Code / Title 4 / Chapter 27 / Subchapter 18 / Section 4-27-1803
Articles of share exchange
Status: in_force

(a) After a plan of share exchange is approved by the shareholders or adopted by the board of directors if shareholder approval is not required, the surviving or acquiring corporation shall file articles of share exchange with the Secretary of State. (b) The articles of share exchange shall include: (1) (A) A copy of the plan of share exchange; or (B) A statement that: (i) Contains the address of an office of the surviving corporation where the plan of share exchange is on file; and (ii) A copy of the plan of share exchange will be furnished by the surviving corporation on request and without cost to any shareholder, member, partner, or other owner of any constituent organization; (2) If shareholder approval was not required, a statement that shareholder approval was required; (3) If the approval of the shareholders of one (1) or more corporations to the share exchange was required: (A) The designation, number of outstanding shares, and number of votes entitled to be cast by each voting group entitled to vote separately on the plan as to each corporation; and (B) (i) The total number of votes cast for and against the plan by each voting group entitled to vote separately on the plan; or (ii) The total number of undisputed votes cast for the plan separately by each voting group; and (4) A statement that the number of votes cast for the plan by each voting group was sufficient for approval by that voting group. (c) A share exchange takes effect upon the effective date of the articles of share exchange. Acts 2009, No. 408, § 4.

(a) After a plan of share exchange is approved by the shareholders or adopted by the board of directors if shareholder approval is not required, the surviving or acquiring corporation shall file articles of share exchange with the Secretary of State.

(b) The articles of share exchange shall include: (1) (A) A copy of the plan of share exchange; or (B) A statement that: (i) Contains the address of an office of the surviving corporation where the plan of share exchange is on file; and (ii) A copy of the plan of share exchange will be furnished by the surviving corporation on request and without cost to any shareholder, member, partner, or other owner of any constituent organization; (2) If shareholder approval was not required, a statement that shareholder approval was required; (3) If the approval of the shareholders of one (1) or more corporations to the share exchange was required: (A) The designation, number of outstanding shares, and number of votes entitled to be cast by each voting group entitled to vote separately on the plan as to each corporation; and (B) (i) The total number of votes cast for and against the plan by each voting group entitled to vote separately on the plan; or (ii) The total number of undisputed votes cast for the plan separately by each voting group; and (4) A statement that the number of votes cast for the plan by each voting group was sufficient for approval by that voting group.

(1) (A) A copy of the plan of share exchange; or (B) A statement that: (i) Contains the address of an office of the surviving corporation where the plan of share exchange is on file; and (ii) A copy of the plan of share exchange will be furnished by the surviving corporation on request and without cost to any shareholder, member, partner, or other owner of any constituent organization;

(A) A copy of the plan of share exchange; or

(B) A statement that: (i) Contains the address of an office of the surviving corporation where the plan of share exchange is on file; and (ii) A copy of the plan of share exchange will be furnished by the surviving corporation on request and without cost to any shareholder, member, partner, or other owner of any constituent organization;

(i) Contains the address of an office of the surviving corporation where the plan of share exchange is on file; and

(ii) A copy of the plan of share exchange will be furnished by the surviving corporation on request and without cost to any shareholder, member, partner, or other owner of any constituent organization;

(2) If shareholder approval was not required, a statement that shareholder approval was required;

(3) If the approval of the shareholders of one (1) or more corporations to the share exchange was required: (A) The designation, number of outstanding shares, and number of votes entitled to be cast by each voting group entitled to vote separately on the plan as to each corporation; and (B) (i) The total number of votes cast for and against the plan by each voting group entitled to vote separately on the plan; or (ii) The total number of undisputed votes cast for the plan separately by each voting group; and

(A) The designation, number of outstanding shares, and number of votes entitled to be cast by each voting group entitled to vote separately on the plan as to each corporation; and

(B) (i) The total number of votes cast for and against the plan by each voting group entitled to vote separately on the plan; or (ii) The total number of undisputed votes cast for the plan separately by each voting group; and

(i) The total number of votes cast for and against the plan by each voting group entitled to vote separately on the plan; or

(ii) The total number of undisputed votes cast for the plan separately by each voting group; and

(4) A statement that the number of votes cast for the plan by each voting group was sufficient for approval by that voting group.

(c) A share exchange takes effect upon the effective date of the articles of share exchange.

Acts 2009, No. 408, § 4.
Ark. Code Ann. § 4-32-1201 — AR Code / Title 4 / Chapter 32 / Subchapter 12 / Section 4-32-1201
through 4-32-1210 - [Repealed]
Status: repealed

Repealed by Act 2021, No. 1041,§ 1, eff. 7/28/2021. Acts 2009, No. 408, § 5.

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

Acts 2009, No. 408, § 5.
Ark. Code Ann. § 4-59-210 — AR Code / Title 4 / Chapter 59 / Subchapter 2 / Section 4-59-210
Governing law
Status: in_force

(a) In this section, the following rules determine a debtor's location: (1) A debtor who is an individual is located at the individual's principal residence. (2) A debtor that is an organization and has only one place of business is located at its place of business. (3) A debtor that is an organization and has more than one place of business is located at its chief executive office. (b) A claim for relief in the nature of a claim for relief under this subchapter is governed by the local law of the jurisdiction in which the debtor is located when the transfer is made or the obligation is incurred. Amended by Act 2017, No. 1086,§ 1, eff. 8/1/2017. Acts 1987, No. 967, § 10.

(a) In this section, the following rules determine a debtor's location: (1) A debtor who is an individual is located at the individual's principal residence. (2) A debtor that is an organization and has only one place of business is located at its place of business. (3) A debtor that is an organization and has more than one place of business is located at its chief executive office.

(1) A debtor who is an individual is located at the individual's principal residence.

(2) A debtor that is an organization and has only one place of business is located at its place of business.

(3) A debtor that is an organization and has more than one place of business is located at its chief executive office.

(b) A claim for relief in the nature of a claim for relief under this subchapter is governed by the local law of the jurisdiction in which the debtor is located when the transfer is made or the obligation is incurred.

Amended by Act 2017, No. 1086,§ 1, eff. 8/1/2017.

Acts 1987, No. 967, § 10.
Ark. Code Ann. § 4-26-617 — AR Code / Title 4 / Chapter 26 / Subchapter 6 / Section 4-26-617
Dividends - General powers of board
Status: in_force

The board of directors may from time to time declare, and the corporation may pay, dividends on its outstanding shares, which dividends may be payable in cash or property or may be payable in the shares of the corporation. However, the declaration and payment of all dividends shall be subject to the provisions and restrictions contained in §§ 4-26-618 and 4-26-619 . Acts 1965, No. 576, § 45; A.S.A. 1947, § 64-402.

The board of directors may from time to time declare, and the corporation may pay, dividends on its outstanding shares, which dividends may be payable in cash or property or may be payable in the shares of the corporation. However, the declaration and payment of all dividends shall be subject to the provisions and restrictions contained in §§ 4-26-618 and 4-26-619 .

Acts 1965, No. 576, § 45; A.S.A. 1947, § 64-402.
Ark. Code Ann. § 4-26-402 — AR Code / Title 4 / Chapter 26 / Subchapter 4 / Section 4-26-402
Reservation of name
Status: in_force

(a) (1) The exclusive right to the use of a corporate name may be reserved by any person or corporation, foreign or domestic, by filing with the Secretary of State a written application to reserve a specified corporate name. (2) If the Secretary of State finds that the name is not identical with or confusingly similar to any other name reserved or registered under either this section or § 4-26-403 or the name of any domestic corporation or any foreign corporation admitted to this state, he or she shall reserve it for the exclusive use of the applicant for a period of six (6) months provided the applicant pays the fee prescribed by law. (b) The right to the exclusive use of a specified corporate name so reserved may be transferred to any other person or corporation by filing in the office of the Secretary of State a notice of such transfer, executed by the applicant for whom the name was reserved, specifying the name and address of the transferee. (c) The Secretary of State may, however, revoke any reservation after hearing if of the opinion that the application or any transfer was not made in good faith. (d) A name reservation under this section may not be renewed, nor shall the same name be reserved on any subsequent application filed by or for the benefit of the original applicant or any person, firm, or corporation identified with such applicant, or any transferee of the original applicant. Acts 1965, No. 576, § 8; A.S.A. 1947, § 64-108.

(a) (1) The exclusive right to the use of a corporate name may be reserved by any person or corporation, foreign or domestic, by filing with the Secretary of State a written application to reserve a specified corporate name. (2) If the Secretary of State finds that the name is not identical with or confusingly similar to any other name reserved or registered under either this section or § 4-26-403 or the name of any domestic corporation or any foreign corporation admitted to this state, he or she shall reserve it for the exclusive use of the applicant for a period of six (6) months provided the applicant pays the fee prescribed by law.

(1) The exclusive right to the use of a corporate name may be reserved by any person or corporation, foreign or domestic, by filing with the Secretary of State a written application to reserve a specified corporate name.

(2) If the Secretary of State finds that the name is not identical with or confusingly similar to any other name reserved or registered under either this section or § 4-26-403 or the name of any domestic corporation or any foreign corporation admitted to this state, he or she shall reserve it for the exclusive use of the applicant for a period of six (6) months provided the applicant pays the fee prescribed by law.

(b) The right to the exclusive use of a specified corporate name so reserved may be transferred to any other person or corporation by filing in the office of the Secretary of State a notice of such transfer, executed by the applicant for whom the name was reserved, specifying the name and address of the transferee.

(c) The Secretary of State may, however, revoke any reservation after hearing if of the opinion that the application or any transfer was not made in good faith.

(d) A name reservation under this section may not be renewed, nor shall the same name be reserved on any subsequent application filed by or for the benefit of the original applicant or any person, firm, or corporation identified with such applicant, or any transferee of the original applicant.

Acts 1965, No. 576, § 8; A.S.A. 1947, § 64-108.
Ark. Code Ann. § 4-30-109 — AR Code / Title 4 / Chapter 30 / Subchapter 1 / Section 4-30-109
Bylaws
Status: in_force

(a) Each corporation shall formulate bylaws prescribing the duties of the directors and officials, the manner of distributing the profits of its business, the manner of becoming a member, and such other rules and instructions to its officials and members as will tend to make the corporation an effective business organization. (b) Any association formed under this chapter may pass bylaws to govern itself in the carrying out of the provisions of this chapter which are not inconsistent with the provisions of this chapter. Acts 1921, No. 632, §§ 9, 13; Pope's Dig., §§ 2269, 2274; A.S.A. 1947, §§ 64-1510, 64-1514.

(a) Each corporation shall formulate bylaws prescribing the duties of the directors and officials, the manner of distributing the profits of its business, the manner of becoming a member, and such other rules and instructions to its officials and members as will tend to make the corporation an effective business organization.

(b) Any association formed under this chapter may pass bylaws to govern itself in the carrying out of the provisions of this chapter which are not inconsistent with the provisions of this chapter.

Acts 1921, No. 632, §§ 9, 13; Pope's Dig., §§ 2269, 2274; A.S.A. 1947, §§ 64-1510, 64-1514.
Ark. Code Ann. § 4-38-103 — AR Code / Title 4 / Chapter 38 / Subchapter 1 / Section 4-38-103
Knowledge - Notice
Status: in_force

(a) A person knows a fact if the person: (1) has actual knowledge of it; or (2) is deemed to know it under subsection (d)(1) or law other than this chapter. (b) A person has notice of a fact if the person: (1) has reason to know the fact from all the facts known to the person at the time in question; or (2) is deemed to have notice of the fact under subsection (d)(2). (c) Subject to § 4-38-210(f) , a person notifies another person of a fact by taking steps reasonably required to inform the other person in ordinary course, whether or not those steps cause the other person to know the fact. (d) A person not a member is deemed: (1) to know of a limitation on authority to transfer real property as provided in § 4-38-302(g) ; and (2) to have notice of a limited liability company's: (A) dissolution 90 days after a statement of dissolution under § 4-38-702(b)(2)(A) becomes effective; (B) termination 90 days after a statement of termination under § 4-38-702(b)(2)(F) becomes effective; and (C) participation in a merger, interest exchange, conversion, or domestication, 90 days after articles of merger, interest exchange, conversion, or domestication under § 4-38-1001 et seq. become effective. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

(a) A person knows a fact if the person: (1) has actual knowledge of it; or (2) is deemed to know it under subsection (d)(1) or law other than this chapter.

(1) has actual knowledge of it; or

(2) is deemed to know it under subsection (d)(1) or law other than this chapter.

(b) A person has notice of a fact if the person: (1) has reason to know the fact from all the facts known to the person at the time in question; or (2) is deemed to have notice of the fact under subsection (d)(2).

(1) has reason to know the fact from all the facts known to the person at the time in question; or

(2) is deemed to have notice of the fact under subsection (d)(2).

(c) Subject to § 4-38-210(f) , a person notifies another person of a fact by taking steps reasonably required to inform the other person in ordinary course, whether or not those steps cause the other person to know the fact.

(d) A person not a member is deemed: (1) to know of a limitation on authority to transfer real property as provided in § 4-38-302(g) ; and (2) to have notice of a limited liability company's: (A) dissolution 90 days after a statement of dissolution under § 4-38-702(b)(2)(A) becomes effective; (B) termination 90 days after a statement of termination under § 4-38-702(b)(2)(F) becomes effective; and (C) participation in a merger, interest exchange, conversion, or domestication, 90 days after articles of merger, interest exchange, conversion, or domestication under § 4-38-1001 et seq. become effective.

(1) to know of a limitation on authority to transfer real property as provided in § 4-38-302(g) ; and

(2) to have notice of a limited liability company's: (A) dissolution 90 days after a statement of dissolution under § 4-38-702(b)(2)(A) becomes effective; (B) termination 90 days after a statement of termination under § 4-38-702(b)(2)(F) becomes effective; and (C) participation in a merger, interest exchange, conversion, or domestication, 90 days after articles of merger, interest exchange, conversion, or domestication under § 4-38-1001 et seq. become effective.

(A) dissolution 90 days after a statement of dissolution under § 4-38-702(b)(2)(A) becomes effective;

(B) termination 90 days after a statement of termination under § 4-38-702(b)(2)(F) becomes effective; and

(C) participation in a merger, interest exchange, conversion, or domestication, 90 days after articles of merger, interest exchange, conversion, or domestication under § 4-38-1001 et seq. become effective.

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-74-101 — AR Code / Title 4 / Chapter 74 / Section 4-74-101
Definitions
Status: in_force

As used in this subchapter, unless the context otherwise requires: (1) "Going-out-of-business sale" means and includes all sales advertised, represented, or held under the designation of "going out of business", "discontinuance of business", "selling out", "closing out", "liquidation", "lost our lease", "must vacate", "forced out", or any other designation of similar meaning; and (2) "Person" means any individual, corporation, partnership, association, or other entity. Acts 1983, No. 297, § 1; A.S.A. 1947, § 71-5501.

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

(1) "Going-out-of-business sale" means and includes all sales advertised, represented, or held under the designation of "going out of business", "discontinuance of business", "selling out", "closing out", "liquidation", "lost our lease", "must vacate", "forced out", or any other designation of similar meaning; and

(2) "Person" means any individual, corporation, partnership, association, or other entity.

Acts 1983, No. 297, § 1; A.S.A. 1947, § 71-5501.
Ark. Code Ann. § 4-57-109 — AR Code / Title 4 / Chapter 57 / Section 4-57-109
Consumer lawsuit lending - Definitions
Status: in_force

(a) As used in this section: (1) "Consumer" means an individual who is or may become a plaintiff or claimant in a dispute; (2) "Consumer lawsuit lender" means an individual or entity that engages in consumer lawsuit lending; (3) "Consumer lawsuit lending" means: (A) Providing money to a consumer to use for any purpose other than prosecuting the consumer's dispute, the repayment of which is conditioned upon and sourced from the consumer's proceeds from the outcome of the dispute by judgment, settlement, or otherwise; and (B) Purchasing from a consumer a contingent right to receive a share of the proceeds of the consumer's dispute by judgment, settlement, or otherwise; and (4) "Dispute" means: (A) A civil action; (B) An alternative dispute resolution proceeding; or (C) An administrative proceeding before an agency or instrumentality of the government of this state. (b) (1) The maximum rate of interest provided by § 4-57-104 applies to a consumer lawsuit lending transaction. (2) Any amount paid or payable to a consumer lawsuit lender under a consumer lawsuit lending transaction that exceeds the amount provided by the consumer lawsuit lender to the consumer in connection with a consumer's dispute shall be included as interest for purposes of § 4-57-104 . (c) A contract or agreement governing a consumer lawsuit lending transaction shall: (1) Be in writing; and (2) (A) Prominently disclose the annual percentage rate applicable to the consumer lawsuit lending transaction. (B) The annual percentage rate shall be included in bold, 20-point type and Arial font surrounded by a black rectangle border of line weight one point five (1.5), as follows: "APR. %" (d) A violation of this section is: (1) A deceptive and unconscionable trade practice under § 4-88-107 ; and (2) Subject to the penalties, remedies, and enforcement provided by § 4-88-101 et seq. Amended by Act 2017, No. 261,§ 1, eff. 8/1/2017. Added by Act 2015, No. 915,§ 1, eff. 7/22/2015.

(a) As used in this section: (1) "Consumer" means an individual who is or may become a plaintiff or claimant in a dispute; (2) "Consumer lawsuit lender" means an individual or entity that engages in consumer lawsuit lending; (3) "Consumer lawsuit lending" means: (A) Providing money to a consumer to use for any purpose other than prosecuting the consumer's dispute, the repayment of which is conditioned upon and sourced from the consumer's proceeds from the outcome of the dispute by judgment, settlement, or otherwise; and (B) Purchasing from a consumer a contingent right to receive a share of the proceeds of the consumer's dispute by judgment, settlement, or otherwise; and (4) "Dispute" means: (A) A civil action; (B) An alternative dispute resolution proceeding; or (C) An administrative proceeding before an agency or instrumentality of the government of this state.

(1) "Consumer" means an individual who is or may become a plaintiff or claimant in a dispute;

(2) "Consumer lawsuit lender" means an individual or entity that engages in consumer lawsuit lending;

(3) "Consumer lawsuit lending" means: (A) Providing money to a consumer to use for any purpose other than prosecuting the consumer's dispute, the repayment of which is conditioned upon and sourced from the consumer's proceeds from the outcome of the dispute by judgment, settlement, or otherwise; and (B) Purchasing from a consumer a contingent right to receive a share of the proceeds of the consumer's dispute by judgment, settlement, or otherwise; and

(A) Providing money to a consumer to use for any purpose other than prosecuting the consumer's dispute, the repayment of which is conditioned upon and sourced from the consumer's proceeds from the outcome of the dispute by judgment, settlement, or otherwise; and

(B) Purchasing from a consumer a contingent right to receive a share of the proceeds of the consumer's dispute by judgment, settlement, or otherwise; and

(4) "Dispute" means: (A) A civil action; (B) An alternative dispute resolution proceeding; or (C) An administrative proceeding before an agency or instrumentality of the government of this state.

(A) A civil action;

(B) An alternative dispute resolution proceeding; or

(C) An administrative proceeding before an agency or instrumentality of the government of this state.

(b) (1) The maximum rate of interest provided by § 4-57-104 applies to a consumer lawsuit lending transaction. (2) Any amount paid or payable to a consumer lawsuit lender under a consumer lawsuit lending transaction that exceeds the amount provided by the consumer lawsuit lender to the consumer in connection with a consumer's dispute shall be included as interest for purposes of § 4-57-104 .

(1) The maximum rate of interest provided by § 4-57-104 applies to a consumer lawsuit lending transaction.

(2) Any amount paid or payable to a consumer lawsuit lender under a consumer lawsuit lending transaction that exceeds the amount provided by the consumer lawsuit lender to the consumer in connection with a consumer's dispute shall be included as interest for purposes of § 4-57-104 .

(c) A contract or agreement governing a consumer lawsuit lending transaction shall: (1) Be in writing; and (2) (A) Prominently disclose the annual percentage rate applicable to the consumer lawsuit lending transaction. (B) The annual percentage rate shall be included in bold, 20-point type and Arial font surrounded by a black rectangle border of line weight one point five (1.5), as follows: "APR. %"

(1) Be in writing; and

(2) (A) Prominently disclose the annual percentage rate applicable to the consumer lawsuit lending transaction. (B) The annual percentage rate shall be included in bold, 20-point type and Arial font surrounded by a black rectangle border of line weight one point five (1.5), as follows: "APR. %"

(A) Prominently disclose the annual percentage rate applicable to the consumer lawsuit lending transaction.

(B) The annual percentage rate shall be included in bold, 20-point type and Arial font surrounded by a black rectangle border of line weight one point five (1.5), as follows: "APR. %"

"APR. %"

(d) A violation of this section is: (1) A deceptive and unconscionable trade practice under § 4-88-107 ; and (2) Subject to the penalties, remedies, and enforcement provided by § 4-88-101 et seq.

(1) A deceptive and unconscionable trade practice under § 4-88-107 ; and

(2) Subject to the penalties, remedies, and enforcement provided by § 4-88-101 et seq.

Amended by Act 2017, No. 261,§ 1, eff. 8/1/2017.

Added by Act 2015, No. 915,§ 1, eff. 7/22/2015.
Ark. Code Ann. § 4-38-504 — AR Code / Title 4 / Chapter 38 / Subchapter 5 / Section 4-38-504
Power of legal representative of deceased member
Status: in_force

If a member dies, the deceased member's legal representative may exercise: (1) the rights of a transferee provided in § 4-38-502(c) ; and (2) for the purposes of settling the estate, the rights the deceased member had under § 4-38-410 . Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

If a member dies, the deceased member's legal representative may exercise:

(1) the rights of a transferee provided in § 4-38-502(c) ; and

(2) for the purposes of settling the estate, the rights the deceased member had under § 4-38-410 .

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-75-1106 — AR Code / Title 4 / Chapter 75 / Subchapter 11 / Section 4-75-1106
Registration
Status: in_force

(a) A successor in interest shall register a claim of property rights under this subchapter in the manner provided by this section. (b) Unless a claim of property rights under this subchapter is registered under this section, a successor in interest shall not recover damages from a person or obtain any other legal or equitable remedy on the claim for a commercial use prohibited by this subchapter unless the person knew of the claim of the successor in interest before the person undertook efforts or expense to make the commercial use. (c) (1) A successor in interest shall register the claim with the Secretary of State: (A) On a form prescribed by the Secretary of State; and (B) By paying a filing fee prescribed by the Secretary of State not to exceed twenty-five dollars ($25.00). (2) The form shall: (A) Be verified under oath; (B) Include the name and, if applicable, date of death of the individual; and (C) Include the name and address of the claimant, the basis of the claim, and the property rights claimed. (d) (1) Upon receipt of the claim, the Secretary of State shall file and post the form along with the entire registry of persons claiming to be a successor in interest of a decedent on the website of the Secretary of State. (2) The Secretary of State shall microfilm or otherwise reproduce the filing or form and destroy the original filing or form. (3) Under this section, the microfilm or other reproduction of the filing or form is: (A) Admissible in any court of law; and (B) A matter of public record. Added by Act 2016EX3, No. 9,§ 1, eff. 8/22/2016. Added by Act 2016EX3, No. 8,§ 1, eff. 8/22/2016.

(a) A successor in interest shall register a claim of property rights under this subchapter in the manner provided by this section.

(b) Unless a claim of property rights under this subchapter is registered under this section, a successor in interest shall not recover damages from a person or obtain any other legal or equitable remedy on the claim for a commercial use prohibited by this subchapter unless the person knew of the claim of the successor in interest before the person undertook efforts or expense to make the commercial use.

(c) (1) A successor in interest shall register the claim with the Secretary of State: (A) On a form prescribed by the Secretary of State; and (B) By paying a filing fee prescribed by the Secretary of State not to exceed twenty-five dollars ($25.00). (2) The form shall: (A) Be verified under oath; (B) Include the name and, if applicable, date of death of the individual; and (C) Include the name and address of the claimant, the basis of the claim, and the property rights claimed.

(1) A successor in interest shall register the claim with the Secretary of State: (A) On a form prescribed by the Secretary of State; and (B) By paying a filing fee prescribed by the Secretary of State not to exceed twenty-five dollars ($25.00).

(A) On a form prescribed by the Secretary of State; and

(B) By paying a filing fee prescribed by the Secretary of State not to exceed twenty-five dollars ($25.00).

(2) The form shall: (A) Be verified under oath; (B) Include the name and, if applicable, date of death of the individual; and (C) Include the name and address of the claimant, the basis of the claim, and the property rights claimed.

(A) Be verified under oath;

(B) Include the name and, if applicable, date of death of the individual; and

(C) Include the name and address of the claimant, the basis of the claim, and the property rights claimed.

(d) (1) Upon receipt of the claim, the Secretary of State shall file and post the form along with the entire registry of persons claiming to be a successor in interest of a decedent on the website of the Secretary of State. (2) The Secretary of State shall microfilm or otherwise reproduce the filing or form and destroy the original filing or form. (3) Under this section, the microfilm or other reproduction of the filing or form is: (A) Admissible in any court of law; and (B) A matter of public record.

(1) Upon receipt of the claim, the Secretary of State shall file and post the form along with the entire registry of persons claiming to be a successor in interest of a decedent on the website of the Secretary of State.

(2) The Secretary of State shall microfilm or otherwise reproduce the filing or form and destroy the original filing or form.

(3) Under this section, the microfilm or other reproduction of the filing or form is: (A) Admissible in any court of law; and (B) A matter of public record.

(A) Admissible in any court of law; and

(B) A matter of public record.

Added by Act 2016EX3, No. 9,§ 1, eff. 8/22/2016.

Added by Act 2016EX3, No. 8,§ 1, eff. 8/22/2016.
Ark. Code Ann. § 4-27-1905 — AR Code / Title 4 / Chapter 27 / Subchapter 19 / Section 4-27-1905
Funding
Status: in_force

(a) The Secretary of State shall use cash funds of the office of the Secretary of State to administer this subchapter. (b) The Secretary of State may use cash funds to: (1) Enter into contracts or agreements with private or public entities to assist the Secretary of State in establishing, operating, or maintaining the State Business Portal; and (2) Apply for and accept a gift, donation, bequest, grant, or other source of money to carry out this subchapter. Added by Act 2015, No. 1190,§ 2, eff. 7/22/2015.

(a) The Secretary of State shall use cash funds of the office of the Secretary of State to administer this subchapter.

(b) The Secretary of State may use cash funds to: (1) Enter into contracts or agreements with private or public entities to assist the Secretary of State in establishing, operating, or maintaining the State Business Portal; and (2) Apply for and accept a gift, donation, bequest, grant, or other source of money to carry out this subchapter.

(1) Enter into contracts or agreements with private or public entities to assist the Secretary of State in establishing, operating, or maintaining the State Business Portal; and

(2) Apply for and accept a gift, donation, bequest, grant, or other source of money to carry out this subchapter.

Added by Act 2015, No. 1190,§ 2, eff. 7/22/2015.
Ark. Code Ann. § 4-75-403 — AR Code / Title 4 / Chapter 75 / Subchapter 4 / Section 4-75-403
Subchapter cumulative
Status: in_force

The provisions of this subchapter shall be held cumulative to each other and all other laws of this state in force as of June 10, 1937, in any way affecting them. Acts 1937, No. 205, § 11; Pope's Dig., § 9429; A.S.A. 1947, § 70-140.

The provisions of this subchapter shall be held cumulative to each other and all other laws of this state in force as of June 10, 1937, in any way affecting them.

Acts 1937, No. 205, § 11; Pope's Dig., § 9429; A.S.A. 1947, § 70-140.
Ark. Code Ann. § 4-107-306 — AR Code / Title 4 / Chapter 107 / Subchapter 3 / Section 4-107-306
Amount owed
Status: in_force

(a) A creditor may establish a presumption of correctness of its ownership of the credit card account and the amount of the charges and interest that is owed on a credit card account by: (1) Filing a copy of the credit card issuer's final billing statement or charge-off statement; or (2) Filing a compilation of the data maintained by the original creditor, credit card issuer, or succeeding creditor in the regular course of business. (b) The cardholder may dispute the presumption with any credible evidence as allowed by state or federal law. Added by Act 2013, No. 1495,§ 2, eff. 8/16/2013.

(a) A creditor may establish a presumption of correctness of its ownership of the credit card account and the amount of the charges and interest that is owed on a credit card account by: (1) Filing a copy of the credit card issuer's final billing statement or charge-off statement; or (2) Filing a compilation of the data maintained by the original creditor, credit card issuer, or succeeding creditor in the regular course of business.

(1) Filing a copy of the credit card issuer's final billing statement or charge-off statement; or

(2) Filing a compilation of the data maintained by the original creditor, credit card issuer, or succeeding creditor in the regular course of business.

(b) The cardholder may dispute the presumption with any credible evidence as allowed by state or federal law.

Added by Act 2013, No. 1495,§ 2, eff. 8/16/2013.
Ark. Code Ann. § 4-37-101 — AR Code / Title 4 / Chapter 37 / Subchapter 1 / Section 4-37-101
Short title
Status: in_force

This chapter may be cited as the "Uniform Protected Series Act". Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.

This chapter may be cited as the "Uniform Protected Series Act".

Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-26-205 — AR Code / Title 4 / Chapter 26 / Subchapter 2 / Section 4-26-205
Defense of ultra vires
Status: in_force

(a) No act of a corporation and no conveyance or transfer of real or personal property to or by a corporation shall be invalid by reason of the fact that the corporation was without capacity or power to do the act or to make or receive the conveyance or transfer. (b) However, the lack of capacity or power may be asserted: (1) In a proceeding by a shareholder against the corporation to enjoin the doing of any act or acts or the transfer of real or personal property by or to the corporation. If the unauthorized acts or transfer sought to be enjoined are being, or are to be, performed or made pursuant to any contract to which the corporation is a party, the court may, if all of the parties to the contract are parties to the proceeding and if it deems the same to be equitable, set aside and enjoin the performance of the contract, and in so doing, may allow to the corporation or to the other parties to the contract, as the case may be, compensation for the loss or damage sustained by either of them which may result from the action of the court in setting aside and enjoining the performance of the contract; but anticipated profits to be derived from the performance of the contract shall not be awarded by the court as a loss or damage sustained; (2) In a proceeding by the corporation, whether acting directly or through a receiver, trustee, or other legal representative or through shareholders in a representative or derivative suit against the incumbent or former officers or directors of the corporation; (3) In a proceeding by the Attorney General, as provided in this chapter, to dissolve the corporation or in a proceeding by the Attorney General to enjoin the corporation from the transaction of unauthorized business. Acts 1965, No. 576, § 6; A.S.A. 1947, § 64-106.

(a) No act of a corporation and no conveyance or transfer of real or personal property to or by a corporation shall be invalid by reason of the fact that the corporation was without capacity or power to do the act or to make or receive the conveyance or transfer.

(b) However, the lack of capacity or power may be asserted: (1) In a proceeding by a shareholder against the corporation to enjoin the doing of any act or acts or the transfer of real or personal property by or to the corporation. If the unauthorized acts or transfer sought to be enjoined are being, or are to be, performed or made pursuant to any contract to which the corporation is a party, the court may, if all of the parties to the contract are parties to the proceeding and if it deems the same to be equitable, set aside and enjoin the performance of the contract, and in so doing, may allow to the corporation or to the other parties to the contract, as the case may be, compensation for the loss or damage sustained by either of them which may result from the action of the court in setting aside and enjoining the performance of the contract; but anticipated profits to be derived from the performance of the contract shall not be awarded by the court as a loss or damage sustained; (2) In a proceeding by the corporation, whether acting directly or through a receiver, trustee, or other legal representative or through shareholders in a representative or derivative suit against the incumbent or former officers or directors of the corporation; (3) In a proceeding by the Attorney General, as provided in this chapter, to dissolve the corporation or in a proceeding by the Attorney General to enjoin the corporation from the transaction of unauthorized business.

(1) In a proceeding by a shareholder against the corporation to enjoin the doing of any act or acts or the transfer of real or personal property by or to the corporation. If the unauthorized acts or transfer sought to be enjoined are being, or are to be, performed or made pursuant to any contract to which the corporation is a party, the court may, if all of the parties to the contract are parties to the proceeding and if it deems the same to be equitable, set aside and enjoin the performance of the contract, and in so doing, may allow to the corporation or to the other parties to the contract, as the case may be, compensation for the loss or damage sustained by either of them which may result from the action of the court in setting aside and enjoining the performance of the contract; but anticipated profits to be derived from the performance of the contract shall not be awarded by the court as a loss or damage sustained;

(2) In a proceeding by the corporation, whether acting directly or through a receiver, trustee, or other legal representative or through shareholders in a representative or derivative suit against the incumbent or former officers or directors of the corporation;

(3) In a proceeding by the Attorney General, as provided in this chapter, to dissolve the corporation or in a proceeding by the Attorney General to enjoin the corporation from the transaction of unauthorized business.

Acts 1965, No. 576, § 6; A.S.A. 1947, § 64-106.
Ark. Code Ann. § 4-18-320 — AR Code / Title 4 / Chapter 18 / Subchapter 3 / Section 4-18-320
Declarations of unit price on random weight packages
Status: in_force

In addition to the declarations required by § 4-18-319 , any package being one (1) of a lot containing random weights of the same commodity, at the time it is offered or exposed for sale at retail, shall bear on the outside of the package a plain and conspicuous declaration of the price per kilogram or pound and the total selling price of the package. Acts 2001, No. 587, § 20.

In addition to the declarations required by § 4-18-319 , any package being one (1) of a lot containing random weights of the same commodity, at the time it is offered or exposed for sale at retail, shall bear on the outside of the package a plain and conspicuous declaration of the price per kilogram or pound and the total selling price of the package.

Acts 2001, No. 587, § 20.
Ark. Code Ann. § 4-75-213 — AR Code / Title 4 / Chapter 75 / Subchapter 2 / Section 4-75-213
Person defined
Status: in_force

Unless otherwise defined, for purposes of this subchapter, "person" means any natural person, corporation, firm, partnership, limited partnership, trust, association, or any other legal or commercial entity. Acts 2003, No. 1172, § 1.

Unless otherwise defined, for purposes of this subchapter, "person" means any natural person, corporation, firm, partnership, limited partnership, trust, association, or any other legal or commercial entity.

Acts 2003, No. 1172, § 1.
Ark. Code Ann. § 4-37-203 — AR Code / Title 4 / Chapter 37 / Subchapter 2 / Section 4-37-203
Registered agent
Status: in_force

(a) The registered agent in this state for a series limited liability company is the registered agent in this state for each protected series of the company. (b) Before delivering a protected series designation to the Secretary of State for filing, a limited liability company shall agree with a registered agent that the agent will serve as the registered agent in this state for both the company and the protected series. (c) A person that signs a protected series designation delivered to the Secretary of State for filing affirms as a fact that the limited liability company on whose behalf the designation is delivered has complied with subsection (b). (d) A person that ceases to be the registered agent for a series limited liability company ceases to be the registered agent for each protected series of the company. (e) A person that ceases to be the registered agent for a protected series of a series limited liability company, other than as a result of the termination of the protected series, ceases to be the registered agent of the company and any other protected series of the company. (f) Except as otherwise agreed by a series limited liability company and its registered agent, the agent is not obligated to distinguish between a process, notice, demand, or other record concerning the company and a process, notice, demand, or other record concerning a protected series of the company. Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.

(a) The registered agent in this state for a series limited liability company is the registered agent in this state for each protected series of the company.

(b) Before delivering a protected series designation to the Secretary of State for filing, a limited liability company shall agree with a registered agent that the agent will serve as the registered agent in this state for both the company and the protected series.

(c) A person that signs a protected series designation delivered to the Secretary of State for filing affirms as a fact that the limited liability company on whose behalf the designation is delivered has complied with subsection (b).

(d) A person that ceases to be the registered agent for a series limited liability company ceases to be the registered agent for each protected series of the company.

(e) A person that ceases to be the registered agent for a protected series of a series limited liability company, other than as a result of the termination of the protected series, ceases to be the registered agent of the company and any other protected series of the company.

(f) Except as otherwise agreed by a series limited liability company and its registered agent, the agent is not obligated to distinguish between a process, notice, demand, or other record concerning the company and a process, notice, demand, or other record concerning a protected series of the company.

Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-99-104 — AR Code / Title 4 / Chapter 99 / Subchapter 1 / Section 4-99-104
Registration procedures - Fees - Duration
Status: in_force

(a) (1) Not less than ten (10) days before doing business in this state, a telephonic seller shall register with the Secretary of State by filing the information required by this chapter and a filing fee of one hundred dollars ($100). (2) A seller shall be deemed to do business in this state if the seller solicits prospective purchasers from locations in this state or solicits prospective purchasers who are located in this state. (b) Registration of a telephonic seller shall be valid for one (1) year from the effective date thereof and may be renewed by making the filing required by this chapter and paying a filing fee of one hundred dollars ($100). (c) The information required by this chapter shall be submitted on a form prescribed by the Secretary of State and shall be verified by a declaration signed by each principal of the telephonic seller under penalty of perjury. (d) (1) Except as provided in subdivision (d)(2) of this section and before expiration of a seller's annual registration, if there is a material change in the information required under this chapter, the seller shall, within ten (10) days, file an addendum updating the information with the Secretary of State. (2) Changes in salespersons soliciting on behalf of a seller shall be updated in quarterly intervals computed from the effective date of registration. (e) (1) Upon receipt of a filing and filing fee under subsection (a) or subsection (b) of this section, the Secretary of State shall send the telephonic seller a written confirmation of registration. (2) If the seller has more than one (1) business location, the confirmation of registration shall be sent to the principal business location identified in the seller's filing in sufficient number so that the seller has a confirmation of registration for each location to be displayed in a conspicuous place at each of the seller's business locations and available for inspection by any governmental agency at each location. (3) Until confirmation of registration is received and posted, the seller shall post in a conspicuous place at each of the seller's business locations within this state a copy of the first page of the registration form sent to the Secretary of State. (f) (1) Every salesperson shall be employed in a principal-agent relationship by a telephonic seller registered under this chapter and shall, within seventy-two (72) hours after accepting such employment, register with the Secretary of State. (2) An application for registration shall be on a form prescribed by the Secretary of State, verified by a declaration signed by each salesperson under penalty of perjury, and shall be accompanied by a fee in the sum of ten dollars ($10.00). (3) When effective, the registration shall be for a period of one (1) year and may be renewed upon the payment of the fee prescribed in this section for additional one-year periods. (g) All fees collected by the Secretary of State under this section shall be deposited into the State Treasury as general revenues. Amended by Act 2017, No. 728,§ 2, eff. 1/1/2018. Acts 1993, No. 137, § 4.

(a) (1) Not less than ten (10) days before doing business in this state, a telephonic seller shall register with the Secretary of State by filing the information required by this chapter and a filing fee of one hundred dollars ($100). (2) A seller shall be deemed to do business in this state if the seller solicits prospective purchasers from locations in this state or solicits prospective purchasers who are located in this state.

(1) Not less than ten (10) days before doing business in this state, a telephonic seller shall register with the Secretary of State by filing the information required by this chapter and a filing fee of one hundred dollars ($100).

(2) A seller shall be deemed to do business in this state if the seller solicits prospective purchasers from locations in this state or solicits prospective purchasers who are located in this state.

(b) Registration of a telephonic seller shall be valid for one (1) year from the effective date thereof and may be renewed by making the filing required by this chapter and paying a filing fee of one hundred dollars ($100).

(c) The information required by this chapter shall be submitted on a form prescribed by the Secretary of State and shall be verified by a declaration signed by each principal of the telephonic seller under penalty of perjury.

(d) (1) Except as provided in subdivision (d)(2) of this section and before expiration of a seller's annual registration, if there is a material change in the information required under this chapter, the seller shall, within ten (10) days, file an addendum updating the information with the Secretary of State. (2) Changes in salespersons soliciting on behalf of a seller shall be updated in quarterly intervals computed from the effective date of registration.

(1) Except as provided in subdivision (d)(2) of this section and before expiration of a seller's annual registration, if there is a material change in the information required under this chapter, the seller shall, within ten (10) days, file an addendum updating the information with the Secretary of State.

(2) Changes in salespersons soliciting on behalf of a seller shall be updated in quarterly intervals computed from the effective date of registration.

(e) (1) Upon receipt of a filing and filing fee under subsection (a) or subsection (b) of this section, the Secretary of State shall send the telephonic seller a written confirmation of registration. (2) If the seller has more than one (1) business location, the confirmation of registration shall be sent to the principal business location identified in the seller's filing in sufficient number so that the seller has a confirmation of registration for each location to be displayed in a conspicuous place at each of the seller's business locations and available for inspection by any governmental agency at each location. (3) Until confirmation of registration is received and posted, the seller shall post in a conspicuous place at each of the seller's business locations within this state a copy of the first page of the registration form sent to the Secretary of State.

(1) Upon receipt of a filing and filing fee under subsection (a) or subsection (b) of this section, the Secretary of State shall send the telephonic seller a written confirmation of registration.

(2) If the seller has more than one (1) business location, the confirmation of registration shall be sent to the principal business location identified in the seller's filing in sufficient number so that the seller has a confirmation of registration for each location to be displayed in a conspicuous place at each of the seller's business locations and available for inspection by any governmental agency at each location.

(3) Until confirmation of registration is received and posted, the seller shall post in a conspicuous place at each of the seller's business locations within this state a copy of the first page of the registration form sent to the Secretary of State.

(f) (1) Every salesperson shall be employed in a principal-agent relationship by a telephonic seller registered under this chapter and shall, within seventy-two (72) hours after accepting such employment, register with the Secretary of State. (2) An application for registration shall be on a form prescribed by the Secretary of State, verified by a declaration signed by each salesperson under penalty of perjury, and shall be accompanied by a fee in the sum of ten dollars ($10.00). (3) When effective, the registration shall be for a period of one (1) year and may be renewed upon the payment of the fee prescribed in this section for additional one-year periods.

(1) Every salesperson shall be employed in a principal-agent relationship by a telephonic seller registered under this chapter and shall, within seventy-two (72) hours after accepting such employment, register with the Secretary of State.

(2) An application for registration shall be on a form prescribed by the Secretary of State, verified by a declaration signed by each salesperson under penalty of perjury, and shall be accompanied by a fee in the sum of ten dollars ($10.00).

(3) When effective, the registration shall be for a period of one (1) year and may be renewed upon the payment of the fee prescribed in this section for additional one-year periods.

(g) All fees collected by the Secretary of State under this section shall be deposited into the State Treasury as general revenues.

Amended by Act 2017, No. 728,§ 2, eff. 1/1/2018.

Acts 1993, No. 137, § 4.
Ark. Code Ann. § 4-70-305 — AR Code / Title 4 / Chapter 70 / Subchapter 3 / Section 4-70-305
Waivers prohibited
Status: in_force

A provision of this subchapter may not be waived, whether by express waiver or by attempt to make a contract or agreement subject to the laws of another state. A waiver of a provision of this subchapter is void. Acts 1989, No. 464, § 1.

A provision of this subchapter may not be waived, whether by express waiver or by attempt to make a contract or agreement subject to the laws of another state. A waiver of a provision of this subchapter is void.

Acts 1989, No. 464, § 1.
Ark. Code Ann. § 4-112-104 — AR Code / Title 4 / Chapter 112 / Section 4-112-104
Access to credit report - Notification of unauthorized access
Status: in_force

(a) If the consumer wishes to allow his or her credit report to be accessed for a specific period of time while a security freeze is in place, he or she shall contact the consumer reporting agency using a method of contact designated by the consumer reporting agency requesting that the security freeze be temporarily lifted and providing, to complete the request, all of the following: (1) Proper identification; (2) The unique personal identification number or password provided by the consumer reporting agency under § 4-112-103(c) ; and (3) The proper information regarding the time period for which the credit report shall be available to users of the credit report. (b) (1) Except as provided in subdivision (b)(2) of this section, a consumer reporting agency that receives a request in compliance with subsection (a) of this section from a consumer to temporarily lift a security freeze on his or her credit report accompanied by all of the items listed in subsection (a) of this section shall comply with the request no later than: (A) Three (3) business days after receiving the completed request by mail; or (B) Fifteen (15) minutes after receiving the completed request by: (i) Telephone; (ii) Secure electronic connection; or (iii) Secure electronic mail connection. (2) A consumer reporting agency may temporarily lift a security freeze as soon as the circumstances reasonably permit during normal business hours if the consumer reporting agency's ability to temporarily lift the security freeze within fifteen (15) minutes is prevented by: (A) An act of God, including without limitation a fire, an earthquake, a hurricane, a storm, or a similar natural disaster or phenomenon; (B) An unauthorized or illegal act by a third party, including without limitation terrorism, sabotage, riot, vandalism, a labor strike or dispute disrupting operations, or a similar occurrence; (C) An operational interruption, including without limitation electrical failure, an unanticipated delay in the delivery of equipment or a replacement part, a computer hardware or software failure inhibiting response time, or a similar disruption; (D) Governmental action, including without limitation an emergency order or regulation, a judicial or law enforcement action, or a similar directive; (E) Regularly scheduled maintenance or updates during other than normal business hours to the consumer reporting agency's computer systems; (F) Commercially reasonable maintenance or repair to the consumer reporting agency's systems if the maintenance or repair is unexpected or unscheduled; or (G) The receipt of a removal request outside of normal business hours. (c) A consumer reporting agency may develop procedures involving the use of telephone, the internet, or other electronic media to receive and process a request from a consumer to temporarily lift a security freeze on a credit report under subsection (a) of this section in an expedited manner. (d) If in connection with an application for credit or any other use a third party requests access to a credit report on which a security freeze is in effect and the consumer does not allow his or her credit report to be accessed for that period of time, the third party may treat the application as incomplete. (e) If a consumer reporting agency grants unauthorized access to a consumer's credit report, then within three (3) days of learning that unauthorized access to the credit report has been granted, the consumer reporting agency shall send notice to the consumer that unauthorized access has been granted for each time unauthorized access was granted. Acts 2007, No. 391, § 1; 2009, No. 223, § 1.

(a) If the consumer wishes to allow his or her credit report to be accessed for a specific period of time while a security freeze is in place, he or she shall contact the consumer reporting agency using a method of contact designated by the consumer reporting agency requesting that the security freeze be temporarily lifted and providing, to complete the request, all of the following: (1) Proper identification; (2) The unique personal identification number or password provided by the consumer reporting agency under § 4-112-103(c) ; and (3) The proper information regarding the time period for which the credit report shall be available to users of the credit report.

(1) Proper identification;

(2) The unique personal identification number or password provided by the consumer reporting agency under § 4-112-103(c) ; and

(3) The proper information regarding the time period for which the credit report shall be available to users of the credit report.

(b) (1) Except as provided in subdivision (b)(2) of this section, a consumer reporting agency that receives a request in compliance with subsection (a) of this section from a consumer to temporarily lift a security freeze on his or her credit report accompanied by all of the items listed in subsection (a) of this section shall comply with the request no later than: (A) Three (3) business days after receiving the completed request by mail; or (B) Fifteen (15) minutes after receiving the completed request by: (i) Telephone; (ii) Secure electronic connection; or (iii) Secure electronic mail connection. (2) A consumer reporting agency may temporarily lift a security freeze as soon as the circumstances reasonably permit during normal business hours if the consumer reporting agency's ability to temporarily lift the security freeze within fifteen (15) minutes is prevented by: (A) An act of God, including without limitation a fire, an earthquake, a hurricane, a storm, or a similar natural disaster or phenomenon; (B) An unauthorized or illegal act by a third party, including without limitation terrorism, sabotage, riot, vandalism, a labor strike or dispute disrupting operations, or a similar occurrence; (C) An operational interruption, including without limitation electrical failure, an unanticipated delay in the delivery of equipment or a replacement part, a computer hardware or software failure inhibiting response time, or a similar disruption; (D) Governmental action, including without limitation an emergency order or regulation, a judicial or law enforcement action, or a similar directive; (E) Regularly scheduled maintenance or updates during other than normal business hours to the consumer reporting agency's computer systems; (F) Commercially reasonable maintenance or repair to the consumer reporting agency's systems if the maintenance or repair is unexpected or unscheduled; or (G) The receipt of a removal request outside of normal business hours.

(1) Except as provided in subdivision (b)(2) of this section, a consumer reporting agency that receives a request in compliance with subsection (a) of this section from a consumer to temporarily lift a security freeze on his or her credit report accompanied by all of the items listed in subsection (a) of this section shall comply with the request no later than: (A) Three (3) business days after receiving the completed request by mail; or (B) Fifteen (15) minutes after receiving the completed request by: (i) Telephone; (ii) Secure electronic connection; or (iii) Secure electronic mail connection.

(A) Three (3) business days after receiving the completed request by mail; or

(B) Fifteen (15) minutes after receiving the completed request by: (i) Telephone; (ii) Secure electronic connection; or (iii) Secure electronic mail connection.

(i) Telephone;

(ii) Secure electronic connection; or

(iii) Secure electronic mail connection.

(2) A consumer reporting agency may temporarily lift a security freeze as soon as the circumstances reasonably permit during normal business hours if the consumer reporting agency's ability to temporarily lift the security freeze within fifteen (15) minutes is prevented by: (A) An act of God, including without limitation a fire, an earthquake, a hurricane, a storm, or a similar natural disaster or phenomenon; (B) An unauthorized or illegal act by a third party, including without limitation terrorism, sabotage, riot, vandalism, a labor strike or dispute disrupting operations, or a similar occurrence; (C) An operational interruption, including without limitation electrical failure, an unanticipated delay in the delivery of equipment or a replacement part, a computer hardware or software failure inhibiting response time, or a similar disruption; (D) Governmental action, including without limitation an emergency order or regulation, a judicial or law enforcement action, or a similar directive; (E) Regularly scheduled maintenance or updates during other than normal business hours to the consumer reporting agency's computer systems; (F) Commercially reasonable maintenance or repair to the consumer reporting agency's systems if the maintenance or repair is unexpected or unscheduled; or (G) The receipt of a removal request outside of normal business hours.

(A) An act of God, including without limitation a fire, an earthquake, a hurricane, a storm, or a similar natural disaster or phenomenon;

(B) An unauthorized or illegal act by a third party, including without limitation terrorism, sabotage, riot, vandalism, a labor strike or dispute disrupting operations, or a similar occurrence;

(C) An operational interruption, including without limitation electrical failure, an unanticipated delay in the delivery of equipment or a replacement part, a computer hardware or software failure inhibiting response time, or a similar disruption;

(D) Governmental action, including without limitation an emergency order or regulation, a judicial or law enforcement action, or a similar directive;

(E) Regularly scheduled maintenance or updates during other than normal business hours to the consumer reporting agency's computer systems;

(F) Commercially reasonable maintenance or repair to the consumer reporting agency's systems if the maintenance or repair is unexpected or unscheduled; or

(G) The receipt of a removal request outside of normal business hours.

(c) A consumer reporting agency may develop procedures involving the use of telephone, the internet, or other electronic media to receive and process a request from a consumer to temporarily lift a security freeze on a credit report under subsection (a) of this section in an expedited manner.

(d) If in connection with an application for credit or any other use a third party requests access to a credit report on which a security freeze is in effect and the consumer does not allow his or her credit report to be accessed for that period of time, the third party may treat the application as incomplete.

(e) If a consumer reporting agency grants unauthorized access to a consumer's credit report, then within three (3) days of learning that unauthorized access to the credit report has been granted, the consumer reporting agency shall send notice to the consumer that unauthorized access has been granted for each time unauthorized access was granted.

Acts 2007, No. 391, § 1; 2009, No. 223, § 1.
Ark. Code Ann. § 4-47-110 — AR Code / Title 4 / Chapter 47 / Subchapter 1 / Section 4-47-110
Effect of partnership agreement - Nonwaivable provisions
Status: in_force

(a) Except as otherwise provided in subsection (b), the partnership agreement governs relations among the partners and between the partners and the partnership. To the extent the partnership agreement does not otherwise provide, this chapter governs relations among the partners and between the partners and the partnership. (b) A partnership agreement may not: (1) vary a limited partnership's power under § 4-47-105 to sue, be sued, and defend in its own name; (2) vary the law applicable to a limited partnership under § 4-47-106 ; (3) vary the requirements of § 4-47-204 ; (4) vary the information required under § 4-47-111 or unreasonably restrict the right to information under § 4-47-304 or § 4-47-407 , but the partnership agreement may impose reasonable restrictions on the availability and use of information obtained under those sections and may define appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use; (5) eliminate the duty of loyalty under § 4-47-408 , but the partnership agreement may: (A) identify specific types or categories of activities that do not violate the duty of loyalty, if not manifestly unreasonable; and (B) specify the number or percentage of partners which may authorize or ratify, after full disclosure to all partners of all material facts, a specific act or transaction that otherwise would violate the duty of loyalty; (6) unreasonably reduce the duty of care under § 4-47-408(c) ; (7) eliminate the obligation of good faith and fair dealing under §§ 4-47-305(b) and 4-47-408(d) , but the partnership agreement may prescribe the standards by which the performance of the obligation is to be measured, if the standards are not manifestly unreasonable; (8) vary the power of a person to dissociate as a general partner under § 4-47-604(a) except to require that the notice under § 4-47-603(1) be in a record; (9) vary the power of a court to decree dissolution in the circumstances specified in § 4-47-802 ; (10) vary the requirement to wind up the partnership's business as specified in § 4-47-803 ; (11) unreasonably restrict the right to maintain an action under subchapter 10; (12) restrict the right of a partner under § 4-47-1110(a) to approve a conversion or merger or the right of a general partner under § 4-47-1110(b) to consent to an amendment to the certificate of limited partnership which deletes a statement that the limited partnership is a limited liability limited partnership; or (13) restrict rights under this chapter of a person other than a partner or a transferee. Acts 2007, No. 15, § 1.

(a) Except as otherwise provided in subsection (b), the partnership agreement governs relations among the partners and between the partners and the partnership. To the extent the partnership agreement does not otherwise provide, this chapter governs relations among the partners and between the partners and the partnership.

(b) A partnership agreement may not: (1) vary a limited partnership's power under § 4-47-105 to sue, be sued, and defend in its own name; (2) vary the law applicable to a limited partnership under § 4-47-106 ; (3) vary the requirements of § 4-47-204 ; (4) vary the information required under § 4-47-111 or unreasonably restrict the right to information under § 4-47-304 or § 4-47-407 , but the partnership agreement may impose reasonable restrictions on the availability and use of information obtained under those sections and may define appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use; (5) eliminate the duty of loyalty under § 4-47-408 , but the partnership agreement may: (A) identify specific types or categories of activities that do not violate the duty of loyalty, if not manifestly unreasonable; and (B) specify the number or percentage of partners which may authorize or ratify, after full disclosure to all partners of all material facts, a specific act or transaction that otherwise would violate the duty of loyalty; (6) unreasonably reduce the duty of care under § 4-47-408(c) ; (7) eliminate the obligation of good faith and fair dealing under §§ 4-47-305(b) and 4-47-408(d) , but the partnership agreement may prescribe the standards by which the performance of the obligation is to be measured, if the standards are not manifestly unreasonable; (8) vary the power of a person to dissociate as a general partner under § 4-47-604(a) except to require that the notice under § 4-47-603(1) be in a record; (9) vary the power of a court to decree dissolution in the circumstances specified in § 4-47-802 ; (10) vary the requirement to wind up the partnership's business as specified in § 4-47-803 ; (11) unreasonably restrict the right to maintain an action under subchapter 10; (12) restrict the right of a partner under § 4-47-1110(a) to approve a conversion or merger or the right of a general partner under § 4-47-1110(b) to consent to an amendment to the certificate of limited partnership which deletes a statement that the limited partnership is a limited liability limited partnership; or (13) restrict rights under this chapter of a person other than a partner or a transferee.

(1) vary a limited partnership's power under § 4-47-105 to sue, be sued, and defend in its own name;

(2) vary the law applicable to a limited partnership under § 4-47-106 ;

(3) vary the requirements of § 4-47-204 ;

(4) vary the information required under § 4-47-111 or unreasonably restrict the right to information under § 4-47-304 or § 4-47-407 , but the partnership agreement may impose reasonable restrictions on the availability and use of information obtained under those sections and may define appropriate remedies, including liquidated damages, for a breach of any reasonable restriction on use;

(5) eliminate the duty of loyalty under § 4-47-408 , but the partnership agreement may: (A) identify specific types or categories of activities that do not violate the duty of loyalty, if not manifestly unreasonable; and (B) specify the number or percentage of partners which may authorize or ratify, after full disclosure to all partners of all material facts, a specific act or transaction that otherwise would violate the duty of loyalty;

(A) identify specific types or categories of activities that do not violate the duty of loyalty, if not manifestly unreasonable; and

(B) specify the number or percentage of partners which may authorize or ratify, after full disclosure to all partners of all material facts, a specific act or transaction that otherwise would violate the duty of loyalty;

(6) unreasonably reduce the duty of care under § 4-47-408(c) ;

(7) eliminate the obligation of good faith and fair dealing under §§ 4-47-305(b) and 4-47-408(d) , but the partnership agreement may prescribe the standards by which the performance of the obligation is to be measured, if the standards are not manifestly unreasonable;

(8) vary the power of a person to dissociate as a general partner under § 4-47-604(a) except to require that the notice under § 4-47-603(1) be in a record;

(9) vary the power of a court to decree dissolution in the circumstances specified in § 4-47-802 ;

(10) vary the requirement to wind up the partnership's business as specified in § 4-47-803 ;

(11) unreasonably restrict the right to maintain an action under subchapter 10;

(12) restrict the right of a partner under § 4-47-1110(a) to approve a conversion or merger or the right of a general partner under § 4-47-1110(b) to consent to an amendment to the certificate of limited partnership which deletes a statement that the limited partnership is a limited liability limited partnership; or

(13) restrict rights under this chapter of a person other than a partner or a transferee.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-46-801 — AR Code / Title 4 / Chapter 46 / Subchapter 8 / Section 4-46-801
Events causing dissolution and winding up of partnership business
Status: in_force

A partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events: (1) in a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under § 4-46-601(2) -(10), of that partner's express will to withdraw as a partner, or on a later date specified by the partner; (2) in a partnership for a definite term or particular undertaking: (i) within 90 days after a partner's dissociation by death or otherwise under § 4-46-601(6) -(10) or wrongful dissociation under § 4-46-602(b) , the express will of at least half of the remaining partners to wind up the partnership business, for which purpose a partner's rightful dissociation pursuant to § 4-46-602(b)(2)(i) constitutes the expression of that partner's will to wind up the partnership business; (ii) the express will of all of the partners to wind up the partnership business; or (iii) the expiration of the term or the completion of the undertaking; (3) an event agreed to in the partnership agreement resulting in the winding up of the partnership business; (4) an event that makes it unlawful for all or substantially all of the business of the partnership to be continued, but a cure of illegality within 90 days after notice to the partnership of the event is effective retroactively to the date of the event for purposes of this section; (5) on application by a partner, a judicial determination that: (i) the economic purpose of the partnership is likely to be unreasonably frustrated; (ii) another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with that partner; or (iii) it is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or (6) on application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business: (i) after the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or (ii) at any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer. Acts 1999, No. 1518, § 801.

A partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events:

(1) in a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under § 4-46-601(2) -(10), of that partner's express will to withdraw as a partner, or on a later date specified by the partner;

(2) in a partnership for a definite term or particular undertaking: (i) within 90 days after a partner's dissociation by death or otherwise under § 4-46-601(6) -(10) or wrongful dissociation under § 4-46-602(b) , the express will of at least half of the remaining partners to wind up the partnership business, for which purpose a partner's rightful dissociation pursuant to § 4-46-602(b)(2)(i) constitutes the expression of that partner's will to wind up the partnership business; (ii) the express will of all of the partners to wind up the partnership business; or (iii) the expiration of the term or the completion of the undertaking;

(i) within 90 days after a partner's dissociation by death or otherwise under § 4-46-601(6) -(10) or wrongful dissociation under § 4-46-602(b) , the express will of at least half of the remaining partners to wind up the partnership business, for which purpose a partner's rightful dissociation pursuant to § 4-46-602(b)(2)(i) constitutes the expression of that partner's will to wind up the partnership business;

(ii) the express will of all of the partners to wind up the partnership business; or

(iii) the expiration of the term or the completion of the undertaking;

(3) an event agreed to in the partnership agreement resulting in the winding up of the partnership business;

(4) an event that makes it unlawful for all or substantially all of the business of the partnership to be continued, but a cure of illegality within 90 days after notice to the partnership of the event is effective retroactively to the date of the event for purposes of this section;

(5) on application by a partner, a judicial determination that: (i) the economic purpose of the partnership is likely to be unreasonably frustrated; (ii) another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with that partner; or (iii) it is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or

(i) the economic purpose of the partnership is likely to be unreasonably frustrated;

(ii) another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with that partner; or

(iii) it is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or

(6) on application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business: (i) after the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or (ii) at any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer.

(i) after the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or

(ii) at any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer.

Acts 1999, No. 1518, § 801.
Ark. Code Ann. § 4-75-309 — AR Code / Title 4 / Chapter 75 / Subchapter 3 / Section 4-75-309
Fixing prices or quantities of products
Status: in_force

Any corporation organized under the laws of this or any other state or country and transacting or conducting any kind of business in this state, or any partnership or individual, or other association or persons whatsoever, who is, or creates, enters into, or becomes a member of, or a party to, any pool, trust, agreement, combination, confederation, or understanding, whether it is made in this state or elsewhere, with any other corporation, partnership, individual, or any other person or association of persons, to regulate or fix, either in this state or elsewhere, the price of any article of manufacture, mechanism, merchandise, commodity, convenience, repair, any product of mining, or any article or thing whatsoever, or the price or premium to be paid for insuring property against loss or damage by fire, lightning, or tornado, or to maintain the price when so regulated or fixed, or who is, or enters into, or becomes a member of, or a party to any pool, agreement, contract, combination, association, or confederation, whether made in this state or elsewhere, to fix or limit in this state or elsewhere, the amount or quantity of any article of manufacture, mechanism, merchandise, commodity, convenience, repair, any product of mining, or any article or thing whatsoever, or the price or premium to be paid for insuring property against loss or damage by fire, lightning, storm, cyclone, or tornado or any other kind of policy issued by any corporation, partnership, individual, or association of persons aforesaid, shall be deemed and adjudged guilty of a conspiracy to defraud and be subject to the penalties as provided by this subchapter. Acts 1905, No. 1, § 1, p. 1; C. & M. Dig., § 7368; Pope's Dig., § 9407; A.S.A. 1947, § 70-101.

Any corporation organized under the laws of this or any other state or country and transacting or conducting any kind of business in this state, or any partnership or individual, or other association or persons whatsoever, who is, or creates, enters into, or becomes a member of, or a party to, any pool, trust, agreement, combination, confederation, or understanding, whether it is made in this state or elsewhere, with any other corporation, partnership, individual, or any other person or association of persons, to regulate or fix, either in this state or elsewhere, the price of any article of manufacture, mechanism, merchandise, commodity, convenience, repair, any product of mining, or any article or thing whatsoever, or the price or premium to be paid for insuring property against loss or damage by fire, lightning, or tornado, or to maintain the price when so regulated or fixed, or who is, or enters into, or becomes a member of, or a party to any pool, agreement, contract, combination, association, or confederation, whether made in this state or elsewhere, to fix or limit in this state or elsewhere, the amount or quantity of any article of manufacture, mechanism, merchandise, commodity, convenience, repair, any product of mining, or any article or thing whatsoever, or the price or premium to be paid for insuring property against loss or damage by fire, lightning, storm, cyclone, or tornado or any other kind of policy issued by any corporation, partnership, individual, or association of persons aforesaid, shall be deemed and adjudged guilty of a conspiracy to defraud and be subject to the penalties as provided by this subchapter.

Acts 1905, No. 1, § 1, p. 1; C. & M. Dig., § 7368; Pope's Dig., § 9407; A.S.A. 1947, § 70-101.
Ark. Code Ann. § 4-28-221 — AR Code / Title 4 / Chapter 28 / Subchapter 2 / Section 4-28-221
Admission of foreign corporation
Status: in_force

(a) Prior to conducting affairs in this state, a foreign corporation shall first procure a certificate of authority from the Secretary of State. (b) Application for the certificate of authority shall contain the following information: (1) The name of the corporation and the state or country under the laws of which it is incorporated; (2) The date of incorporation and the period of duration of the corporation; (3) The address of its principal office or place of business; (4) The name and address of its proposed registered agent for service of process in this state; (5) Such additional information as may be necessary or appropriate in order to enable the Secretary of State to determine whether that corporation is entitled to a certificate of authority to conduct affairs in this state; and (6) The purpose or purposes of the corporation which it proposes to pursue in this state. (c) A foreign corporation upon receiving a certificate of authority under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , shall enjoy the same, but no greater, rights and privileges as a domestic corporation subject to the provisions of the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , and shall be subject to the same duties, restrictions, penalties, and liabilities now or hereafter imposed upon a domestic corporation of like character. Acts 1963, No. 176, § 19; A.S.A. 1947, § 64-1919.

(a) Prior to conducting affairs in this state, a foreign corporation shall first procure a certificate of authority from the Secretary of State.

(b) Application for the certificate of authority shall contain the following information: (1) The name of the corporation and the state or country under the laws of which it is incorporated; (2) The date of incorporation and the period of duration of the corporation; (3) The address of its principal office or place of business; (4) The name and address of its proposed registered agent for service of process in this state; (5) Such additional information as may be necessary or appropriate in order to enable the Secretary of State to determine whether that corporation is entitled to a certificate of authority to conduct affairs in this state; and (6) The purpose or purposes of the corporation which it proposes to pursue in this state.

(1) The name of the corporation and the state or country under the laws of which it is incorporated;

(2) The date of incorporation and the period of duration of the corporation;

(3) The address of its principal office or place of business;

(4) The name and address of its proposed registered agent for service of process in this state;

(5) Such additional information as may be necessary or appropriate in order to enable the Secretary of State to determine whether that corporation is entitled to a certificate of authority to conduct affairs in this state; and

(6) The purpose or purposes of the corporation which it proposes to pursue in this state.

(c) A foreign corporation upon receiving a certificate of authority under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , shall enjoy the same, but no greater, rights and privileges as a domestic corporation subject to the provisions of the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , and shall be subject to the same duties, restrictions, penalties, and liabilities now or hereafter imposed upon a domestic corporation of like character.

Acts 1963, No. 176, § 19; A.S.A. 1947, § 64-1919.