reglab/housing_qa huggingface dataset:
MT Code § 35-8-304 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 3. Relations of Members and Managers to Persons Dealing With Limited Liability Company|35-8-304. Liability of members, managers, and series of members to third parties

  35-8-304. Liability of members, managers, and series of members to third parties. (1) Except as provided in 39-51-1105 and subsection (3) of this section, a person who is a member or manager, or both, of a limited liability company is not liable, solely by reason of being a member or manager, or both, under a judgment, decree or order of a court, or in any other manner, for a debt, obligation, or liability of the limited liability company, whether arising in contract, tort, or otherwise or for the acts or omissions of any other member, manager, agent, or employee of the limited liability company.   (2) The failure of a limited liability company to observe the usual company formalities or requirements relating to the exercise of its company powers or management of its business is not a ground for imposing personal liability on the members or managers of the limited liability company.   (3) All or specified members of a limited liability company are liable in their capacity as members for all or specified debts, obligations, or liabilities of the company if:   (a) a provision to that effect is contained in the articles of organization; and   (b) a member named as liable has consented in writing to the adoption of the provision or to be bound by the provision.   (4) The debts, liabilities, obligations, and expenses incurred, contracted for, or otherwise existing with respect to a particular series of members are enforceable against the assets of that series of members only and not against the assets of the company generally or any other series of members if:   (a) separate and distinct records are maintained for the series of members and the assets associated with the series of members are held, directly or indirectly, including through a nominee or otherwise, and accounted for separately from the other assets of the company and any other series of members; and   (b) unless otherwise provided in the articles of organization or operating agreement, debts, liabilities, obligations, and expenses incurred, contracted for, or otherwise existing with respect to the company generally or another series of members are not enforceable against the assets of the series of members.   History: En. Sec. 23, Ch. 120, L. 1993; amd. Sec. 2, Ch. 268, L. 1997; amd. Sec. 14, Ch. 302, L. 1999; amd. Sec. 4, Ch. 88, L. 2009; amd. Sec. 7, Ch. 183, L. 2013.
MT Code § 35-8-305 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 3. Relations of Members and Managers to Persons Dealing With Limited Liability Company|35-8-305. reserved

  35-8-305 reserved.
MT Code § 35-8-306 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 3. Relations of Members and Managers to Persons Dealing With Limited Liability Company|35-8-306. Limited liability company liability for member's or manager's conduct

  35-8-306. Limited liability company liability for member's or manager's conduct. A limited liability company is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission or other actionable conduct of a member or manager acting in the ordinary course of business of the company or with the authority of the company.   History: En. Sec. 15, Ch. 302, L. 1999.
MT Code § 35-8-308 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 3. Relations of Members and Managers to Persons Dealing With Limited Liability Company|35-8-308. and 35-8-309 reserved

  35-8-308 and 35-8-309 reserved.
MT Code § 35-8-401 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-401. Repealed

  35-8-401. Repealed. Sec. 56, Ch. 302, L. 1999.   History: En. Sec. 24, Ch. 120, L. 1993.
MT Code § 35-8-402 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-402. Repealed

  35-8-402. Repealed. Sec. 56, Ch. 302, L. 1999.   History: En. Sec. 25, Ch. 120, L. 1993.
MT Code § 35-8-403 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-403. Repealed

  35-8-403. Repealed. Sec. 56, Ch. 302, L. 1999.   History: En. Sec. 26, Ch. 120, L. 1993.
MT Code § 35-8-404 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-404. Repealed

  35-8-404. Repealed. Sec. 56, Ch. 302, L. 1999.   History: En. Sec. 27, Ch. 120, L. 1993.
MT Code § 35-8-405 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-405. Records and information

  35-8-405. Records and information. (1) Unless otherwise provided in the articles of organization or a written operating agreement, a limited liability company shall keep at its principal place of business the following:   (a) a current and past list, setting forth the full name and last-known mailing address of each member and manager, if any, set forth in alphabetical order;   (b) a copy of the articles of organization and all amendments to the articles, together with executed copies of any powers of attorney pursuant to which any articles have been executed;   (c) copies of the limited liability company's federal, state, and local income tax returns and financial statements, if any, for the 3 most recent years or, if the returns and statements were not prepared for any reason, copies of the information and statements provided to or that should have been provided to the members to enable them to prepare their federal, state, and local tax returns for the period;   (d) copies of any effective written operating agreements and all amendments and copies of any written operating agreements no longer in effect;   (e) unless provided in writing in an operating agreement:   (i) a writing, if any, setting forth the amount of cash, the agreed value of other property or services contributed by each member, and the times or events upon which any additional contributions agreed to by each member are to be made;   (ii) a writing, if any, stating events that require the limited liability company to be dissolved and its affairs wound up; and   (iii) other writings, if any, prepared pursuant to a requirement in an operating agreement.   (2) (a) A member may, at the member's own expense, inspect and copy any limited liability company record, wherever the record is located, upon reasonable request during ordinary business hours.   (b) A former member and agents or attorneys of a former member must be provided access and the same right to copy records pertaining to the period that the former member was a member.   (3) Members, if the management of the limited liability company is vested in the members, or managers, if management of the limited liability company is vested in the managers, shall render, to the extent the circumstances make it just and reasonable, true and full information of all things affecting the members to any member and to the legal representative of any deceased member or of any member under legal disability.   (4) Failure of the limited liability company to keep or maintain any of the records or information required pursuant to this section may not be grounds for imposing liability on any person for the debts and obligations of the limited liability company.   History: En. Sec. 28, Ch. 120, L. 1993; amd. Sec. 18, Ch. 302, L. 1999.
MT Code § 35-8-406 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-406. through 35-8-409 reserved

  35-8-406 through 35-8-409 reserved.
MT Code § 35-8-410 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-410. Actions by members

  35-8-410. Actions by members. (1) A member may maintain an action against a limited liability company or another member for legal or equitable relief, with or without an accounting as to the company's business, to enforce:   (a) the member's rights under the operating agreement;   (b) the member's rights under this chapter; or   (c) the rights and otherwise protect the interests of the member, including rights and interests arising independently of the member's relationship to the company.   (2) The accrual of a right of action under this section and any time limits for asserting the right of action for a remedy under this section are governed by the laws of this state. A right to an accounting upon a dissolution and winding up does not revive a claim barred by law.   History: En. Sec. 19, Ch. 302, L. 1999.
MT Code § 35-8-411 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 4. Rights and Duties of Members and Managers|35-8-411. Continuation of term company after expiration of specified term

  35-8-411. Continuation of term company after expiration of specified term. (1) If a term company is continued after the expiration of the specified term, the rights and duties of the members and managers remain the same as they were at the expiration of the term except to the extent inconsistent with rights and duties of members and managers of an at-will company.   (2) If the members in a member-managed term company or the managers in a manager-managed term company continue the business without any winding up of the business of the company, it continues as an at-will company.   History: En. Sec. 20, Ch. 302, L. 1999.
MT Code § 35-8-501 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 5. Finance|35-8-501. Contributions to capital

  35-8-501. Contributions to capital. An interest in a limited liability company may be issued in exchange for tangible or intangible property or other benefit to the company, including money, promissory notes, services performed, or other agreements to contribute cash or property or contracts for services to be performed.   History: En. Sec. 29, Ch. 120, L. 1993; amd. Sec. 21, Ch. 302, L. 1999.
MT Code § 35-8-502 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 5. Finance|35-8-502. Liability for contribution

  35-8-502. Liability for contribution. (1) A promise by a member to contribute to the limited liability company is not enforceable unless set out in a writing signed by the member.   (2) (a) Except as provided in the articles of organization or the operating agreement, a member is obligated to the limited liability company to perform any enforceable promises to contribute cash or property or to perform services even if the member is unable to perform because of death, disability, or other reason.   (b) If a member does not make the required contribution of property or services, the member is obligated, at the option of the limited liability company, to contribute cash equal to that portion of value or the stated contribution that has not been made.   (3) (a) Unless otherwise provided in the articles of organization or the operating agreement, the obligation of a member to make a contribution or return money or other property paid or distributed in violation of this chapter may be compromised only with the unanimous consent of the members.   (b) A creditor of a limited liability company who extends credit or otherwise acts in reliance on an obligation described in subsection (1), and without notice of any compromise under 35-8-307(3)(d), may enforce the original obligation.   History: En. Sec. 30, Ch. 120, L. 1993; amd. Sec. 22, Ch. 302, L. 1999.
MT Code § 35-8-503 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 5. Finance|35-8-503. Sharing of profits and losses

  35-8-503. Sharing of profits and losses. (1) Unless otherwise provided in the articles of organization or a written operating agreement, each member must be repaid that member's contributions to capital and share equally in the profits, losses, and surpluses remaining after all liabilities, including those to members, are satisfied.   (2) A distribution of the contributions and profits of a series of members of a limited liability company may not be made if, after giving the distribution effect:   (a) the limited liability company would not be able to pay the debts of the series of members from assets of the series of members as debts of the series become due in the usual course of business; or   (b) except as otherwise specifically permitted by the articles of organization or operating agreement, the total assets of the series of members would be less than the sum of the total liabilities of the series.   History: En. Sec. 31, Ch. 120, L. 1993; amd. Sec. 9, Ch. 183, L. 2013.
MT Code § 35-8-504 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 5. Finance|35-8-504. Member's and manager's rights to payments and reimbursement

  35-8-504. Member's and manager's rights to payments and reimbursement. (1) A limited liability company shall reimburse a member or manager for payments made and indemnify a member or manager for liabilities incurred by the member or manager in the ordinary course of the business of the company or for the preservation of the company's business or property.   (2) A limited liability company shall reimburse a member for an advance to the company beyond the amount of contribution that the member agreed to make.   (3) A payment or advance made by a member that gives rise to an obligation of a limited liability company under subsection (1) or (2) constitutes a loan to the company upon which interest accrues from the date of the payment or advance.   (4) A member is not entitled to remuneration for services performed for a limited liability company except for reasonable compensation for services rendered in winding up the business of the company.   History: En. Sec. 23, Ch. 302, L. 1999.
MT Code § 35-8-601 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 6. Distributions|35-8-601. Sharing of distributions

  35-8-601. Sharing of distributions. Except as provided in 35-8-905, distributions of cash or other assets of a limited liability company must be shared among the members and among classes of members in the manner provided in writing in the articles of organization or the operating agreement. If the articles of organization or the operating agreement does not so provide in writing, each member shall share equally in any distribution. A member is entitled to receive distributions described in this section from a limited liability company to the extent and at the times or upon the happening of the events specified in the articles of organization or the operating agreement or at the times determined by the members or managers pursuant to 35-8-307(3)(f).   History: En. Sec. 32, Ch. 120, L. 1993; amd. Sec. 24, Ch. 302, L. 1999.
MT Code § 35-8-602 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 6. Distributions|35-8-602. Repealed

  35-8-602. Repealed. Sec. 56, Ch. 302, L. 1999.   History: En. Sec. 33, Ch. 120, L. 1993.
MT Code § 35-8-603 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 6. Distributions|35-8-603. Distribution in kind

  35-8-603. Distribution in kind. Except as provided in the articles of organization or the operating agreement:   (1) a member, regardless of the nature of the member's contribution, may not demand or receive any distribution from a limited liability company in any form other than cash; and   (2) a member may not be compelled to accept from a limited liability company a distribution of any asset in kind to the extent that the percentage of the asset distributed to the members exceeds a percentage of that asset that is equal to the percentage in which the member shares in distributions from the limited liability company.   History: En. Sec. 34, Ch. 120, L. 1993.
MT Code § 35-8-604 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 6. Distributions|35-8-604. Distributions

  35-8-604. Distributions. (1) A distribution may not be made if, after giving effect to the distribution:   (a) the limited liability company would not be able to pay its debts as they become due in the usual course of business; or   (b) the limited liability company's total assets would be less than the sum of its total liabilities plus, unless the articles of organization or the operating agreement provides otherwise, the amount that would be needed, if the limited liability company were to be dissolved at the time of the distribution, to satisfy the preferential rights of other members upon dissolution that are superior to the rights of the member receiving the distribution.   (2) The limited liability company may base a determination that a distribution is not prohibited under subsection (1) on either:   (a) financial statements prepared on the basis of accounting practices and principles that are reasonable under the circumstances; or   (b) a fair valuation or other method that is reasonable under the circumstances.   (3) Except as provided in subsection (5), the effect of a distribution under subsection (1) is measured as of:   (a) the date the distribution is authorized if the payment occurs within 120 days after the date of authorization; or   (b) the date payment is made if it occurs more than 120 days after the date of authorization.   (4) A limited liability company's indebtedness to a member incurred by reason of a distribution to be made to that member in accordance with this section is at parity with the limited liability company's indebtedness to its general unsecured creditors, except as otherwise provided by agreement.   (5) For purposes of this section:   (a) if terms of indebtedness provide that payment of principal and interest is to be made only if and to the extent that payment of a distribution to members could then be made under this section, indebtedness of a limited liability company, including indebtedness issued as a distribution, is not a liability for purposes of determinations made under subsection (2); and   (b) if the indebtedness is issued as a distribution, each payment of principal or interest on the indebtedness is treated as a distribution, the effect of which is measured on the date the payment is actually made.   History: En. Sec. 35, Ch. 120, L. 1993.
MT Code § 35-8-605 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 6. Distributions|35-8-605. Liability upon wrongful distribution

  35-8-605. Liability upon wrongful distribution. (1) A member or manager who votes for or assents to a distribution in violation of the articles of organization, the operating agreement, or 35-8-604 is personally liable to the limited liability company, but not to other persons, for the amount of the distribution that exceeds what could have been distributed without violating 35-8-604 or the articles of organization or the operating agreement if it is established that the member or manager did not perform the member's or manager's duties in compliance with 35-8-310.   (2) A member of a manager-managed company who knew a distribution was made in violation of 35-8-604, the articles of organization, or the operating agreement is personally liable to the company, but only to the extent that the distribution received by that member exceeded the amount that could have properly been paid to that member under 35-8-604.   (3) A member or manager against whom an action is brought under this section may implead in the action:   (a) other members and managers who voted for or assented to the distribution in violation of subsection (1) and may compel contribution from them; and   (b) members who received a distribution in violation of subsection (2) and may compel a contribution from the members in the amount received in violation of subsection (2).   (4) A proceeding under this section is barred unless it is commenced within 2 years after the date of the distribution.   History: En. Sec. 36, Ch. 120, L. 1993; amd. Sec. 25, Ch. 302, L. 1999.
MT Code § 35-8-606 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 6. Distributions|35-8-606. Right to distribution

  35-8-606. Right to distribution. Subject to 35-8-905, when a member becomes entitled to receive a distribution, the member has the status of and is entitled to all remedies available to a creditor of the limited liability company with respect to the distribution.   History: En. Sec. 37, Ch. 120, L. 1993.
MT Code § 35-8-701 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 8. Montana Limited Liability Company Act|Part 7. Ownership and Transfer of Property|35-8-701. Ownership of limited liability company property

  35-8-701. Ownership of limited liability company property. (1) Property transferred to or otherwise acquired by a limited liability company becomes property of the limited liability company. A member has no interest in specific limited liability company property.   (2) Property may be acquired, held, and conveyed in the name of the limited liability company. Any estate in real property may be acquired in the name of the limited liability company, and title to any estate acquired must vest in the limited liability company rather than in the members individually.   History: En. Sec. 38, Ch. 120, L. 1993.