reglab/housing_qa huggingface dataset:
TN Code § 48-69-123 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 69 - Electric G&t Cooperative Act|§ 48-69-123. Liberal Construction of Chapter

  This chapter shall be construed liberally. The enumeration of any object, purpose, power, manner, method or thing shall not be deemed to exclude like or similar objects, purposes, powers, manner, methods or things. The authority and powers granted pursuant to this chapter may be exercised in accordance with the terms of this chapter, notwithstanding any other requirements, restrictions or procedural provisions contained in any general law, private act or home rule charter, and notwithstanding any other provisions to the contrary contained in any general law, private act or home rule charter.   Notwithstanding this section or any other provisions in this chapter to the contrary, this chapter shall not be construed to affect the powers conferred or the limitations imposed upon annexing municipalities and electric cooperatives in § 6-51-112.
TN Code § 48-201-101 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 201 - General Provisions|§ 48-201-101. Short Title

 Chapters 201 248 of this title shall be known and may be cited as the “Tennessee Limited Liability Company Act.”
TN Code § 48-201-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 201 - General Provisions|§ 48-201-102. Reservation of Power to Amend or Repeal

 The general assembly has the power to amend or repeal all or part of Chapters 201 248 of this title at any time and all domestic and foreign LLCs subject to Chapters 201 248 of this title shall be governed by the amendment or repeal.
TN Code § 48-201-103 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 201 - General Provisions|§ 48-201-103. Applicability

 Chapters 201 248 of this title apply to every LLC for profit now existing or hereafter formed, and to the outstanding and future interests in such LLCs; provided, that if there are other specific statutory provisions which govern the formation of, impose restrictions or requirements on, confer special powers, privileges or authorities on, or fix special procedures or methods for, special categories of LLCs, then to the extent such provisions are inconsistent with or different from Chapters 201 248 of this title, such provisions shall prevail.
TN Code § 48-202-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 202 - Definitions and Notice|§ 48-202-102. Notice

  General.  Notice under Chapters 201 248 of this title shall be in writing except that oral notice is effective if it is reasonable under the circumstances and not prohibited by the articles or operating agreement.   Methods of Notice.  Notice may be communicated in person; by telephone, telegraph, teletype, or other form of wire or wireless communication; or by mail or private carrier. If these forms of personal notice are impracticable, notice may be communicated by a newspaper of general circulation in the area where published; or by radio, television, or other form of public broadcast communication.   Effectiveness of Notice to Members by Mail.  Written notice by a domestic LLC to its members, if in a comprehensible form, is effective when mailed, if mailed postpaid and correctly addressed to the member's address shown in the LLC's current record of members.   Notice to LLC.  Written notice to a domestic or foreign LLC (authorized to transact business in this state) may be addressed to its registered agent at its registered office or to the LLC or its secretary at its principal office (or to a designated mailing address such as a post office box if the United States postal service does not deliver to the principal office) shown in its most recent annual report or, in the case of a foreign LLC that has not yet delivered an annual report, in its application for a certificate of authority.   General Effectiveness of Notice.  Except as provided in subsection (c), written notice, if in a comprehensible form, is effective at the earliest of the following:  When received;   Five (5) days after its deposit in the United States mail, if mailed correctly addressed and with first class postage affixed thereon;   On the date shown on the return receipt, if sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee; or   Twenty (20) days after its deposit in the United States mail, as evidenced by the postmark if mailed correctly addressed, and with other than first class, registered or certified postage affixed.     Oral notice is effective when communicated if communicated in a comprehensible manner.   If Chapters 201 248 of this title prescribe notice requirements for particular circumstances, those requirements govern. If the articles or operating agreement prescribe notice requirements, not inconsistent with this section or other provisions of Chapters 201 248 of this title, those requirements govern.
TN Code § 48-203-101 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 203 - Formation|§ 48-203-101. Purposes

  Any Lawful Purpose.  Every LLC organized under Chapters 201 248 of this title has the purpose of engaging in any lawful business unless a more limited purpose is set forth in its articles.   Regulation by Another Statute.  An LLC engaging in a business that is subject to regulation under another statute of this state may organize under Chapters 201 248 of this title only if permitted by, and subject to all limitations of, the other statute.
TN Code § 48-203-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 203 - Formation|§ 48-203-102. Organizers and Formation

  One (1) or more individuals may, acting as organizers, form an LLC, by filing with the secretary of state articles for the LLC which contain the information required by § 48-205-101 and admitting the initial members. Unless a delayed effective date is specified in the articles, the LLC is formed and its existence begins when the articles are filed with the secretary of state. Subject to subsection (c), if a delayed effective date is specified in the manner permitted by § 48-205-101(8), the LLC is formed and its existence begins at a future specific date or on the occurrence of a future specific event, neither one of which shall be or occur more than ninety (90) days from the initial filing of the articles.   Immediate Effective Date.  If the date of formation is the date of filing of the articles, the secretary of state's acceptance for filing of the articles is conclusive proof that the organizers satisfied all conditions precedent to formation except in a proceeding by the state to cancel or revoke the formation or existence of the LLC or to dissolve the LLC involuntarily.   Deferred Effective Date.  If the date of formation of the LLC is later than the date of filing of the initial articles with the secretary of state, the organizers or any member may, within thirty (30) days after the date of actual formation, file a certificate of formation which states that the LLC was formed and the date of formation. If a certificate of formation is not filed within one hundred twenty (120) days from the date of initial filing of the articles, the presumed effective date of the formation shall be on the ninetieth day following the date of filing of the articles. The presumption, however, can be rebutted.   If the date of formation of the LLC is later than the date of filing of the initial articles with the secretary of state, the secretary of state's acceptance for filing of the certificate of formation is conclusive proof that the organizers satisfied all conditions precedent to formation except in a proceeding by the state to cancel or revoke the formation or existence of the LLC or to dissolve the LLC involuntarily.
TN Code § 48-204-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 204 - Conversion of Partnership to an Llc|§ 48-204-102. Effect of Conversion

  A general or limited partnership that has been converted pursuant to § 48-204-101 shall be deemed for all purposes the same entity that existed before the conversion.   When a conversion takes effect:  All property owned by the converting general or limited partnership remains vested in the converted entity;   All obligations of the converting general or limited partnership continue as obligations of the converted entity; and   An action or proceeding pending against the converting general or limited partnership may be continued as if the conversion had not occurred.     The converting general or limited partnership shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and such conversion shall not be deemed to constitute a dissolution of such general or limited partnership.   The partnership interests of the partners in the converting partnership, including interests in capital accounts, profits, losses and distributions, unless otherwise agreed to by the unanimous consent of all partners or such other number or percentage as provided in the partnership agreement, shall become the membership interests of the members in the converted entity, unless the articles of conversion or the operating agreement otherwise provide.
TN Code § 48-204-103 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 204 - Conversion of Partnership to an Llc|§ 48-204-103. Conversion to a Professional Llc

 A partnership which converts into a domestic LLC under this chapter may, if the membership and other requirements of chapter 248 of this title are met, be a PLLC.
TN Code § 48-206-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 206 - Operating Agreement|§ 48-206-102. Adoption and Amendment of Operating Agreement

  Adoption of Operating Agreement.  Except as otherwise provided in the articles, an operating agreement must initially be agreed to by all members or the organizer or organizers. Any person becoming a member after an operating agreement has been adopted by the organizers or the members will be deemed to have agreed to the operating agreement.   Amendment of Operating Agreement.  Unless otherwise provided in the articles or the operating agreement, the amendment of the operating agreement shall require the vote of members necessary to amend the articles.   Enforcement of Operating Agreement.  A court of equity may enforce an operating agreement by injunction or by such other equitable relief as the court in its discretion determines to be fair and appropriate in the circumstances.   As an alternative to injunctive or other equitable relief, when § 48-245-801 is applicable, a court of equity may conduct or continue the dissolution and winding up of the LLC.   Notwithstanding anything to the contrary, any agreement to give dissolution avoidance consent, whether or not contained in the articles, the operating agreement or other agreement entered into before the event of dissolution, is not specifically enforceable.
TN Code § 48-207-103 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 207 - Name|§ 48-207-103. Registered Name

  Registration of Name.  A foreign LLC may register its name, or an assumed name under which it transacts business, or its name with any addition pursuant to § 48-207-101(a), if the name is distinguishable upon the records of the secretary of state as required by § 48-207-101(b).   Process for Registration.  A foreign LLC registers its name, or its assumed name, or its name with any addition pursuant to § 48-207-101(a), by delivering to the office of the secretary of state for filing an application:  Setting forth its name, its assumed name, or its name with any addition pursuant to § 48-207-101(a), the state or country and date of its organization, and a brief description of the nature of the business in which it is engaged; and   Accompanied by a certificate copy of existence (or a document of similar import) from the state or country of organization, which certificate shall bear a date of not more than one (1) month prior to the date the application is filed in this state.     Effective Date of Registration.  The name is registered for the applicant's exclusive use upon the effective date of the application and until the end of the calendar year in which such registration occurs.   Renewal of Registered Name.  A foreign LLC whose registration is effective may renew it for successive years by delivering to the office of the secretary of state for filing a renewal application, which complies with the requirements of subsection (b), between October 1 and December 31 of the preceding year. The renewal application renews the registration for the following calendar year.   Use of Registered Name.  A foreign LLC whose registration is effective may thereafter qualify as a foreign LLC under that name or consent in writing to the use of that name by an LLC thereafter organized under this title or by another foreign LLC thereafter authorized to transact business in this state. The registration terminates when the domestic LLC is organized or the foreign LLC qualifies or consents to the qualification of another foreign LLC under the registered name.
TN Code § 48-208-101 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 208 - Registered Agent|§ 48-208-101. Registered Office and Registered Agent

  Registered Office and Agent.  Each foreign and domestic LLC must continuously maintain in this state:  A registered office that may be the same as any of its places of business; and   A registered agent, who may be: an individual who resides in this state, a domestic corporation, a not-for-profit domestic corporation, an LLC, or a foreign corporation, not-for-profit foreign corporation, or foreign LLC authorized to transact business in this state. The registered agent must maintain a business office that is identical with the registered office.     New Registered Agent Required.  If a registered agent resigns or is unable to perform such agent's duties, the foreign or domestic designating LLC shall promptly designate another registered agent to the end that it shall at all times have a registered agent in this state.
TN Code § 48-208-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 208 - Registered Agent|§ 48-208-102. Change of Registered Office or Registered Agent

  Change in Registered Office and/or Agent by LLC.  A foreign or domestic LLC may change its registered office or registered agent by delivering to the secretary of state for filing a statement of change that sets forth:  The name of the LLC;   If the current registered office is to be changed, the street address of the new registered office and the zip code for such office and the county in which the office is located;   If its current registered agent is to be changed, the name of its new registered agent; and   That after the change or changes are made, the street addresses of its registered office and the business office of its registered agent will be identical.     Change in Registered Office by Registered Agent.  If a registered agent changes the street address of such registered agent's business office, such registered agent may change the street address of the registered office of any LLC for which such registered agent is the registered agent by notifying the LLC in writing of the change and signing (either manually or in facsimile) and delivering to the secretary of state for filing a statement that complies with the requirements of subsection (a) and recites that the LLC has been notified of the change.
TN Code § 48-208-103 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 208 - Registered Agent|§ 48-208-103. Resignation of Registered Agent

  Resignation of Registered Agent.  A registered agent of a foreign or domestic LLC may resign such agent's agency appointment by signing and filing with the secretary of state an original statement of resignation accompanied by such agent's certification that such agent has mailed a copy thereof to the principal office of the LLC by certified mail. The statement may include a statement that the registered office is also discontinued.   Effective Date of Resignation.  The agency appointment is terminated, and the registered office discontinued if so provided, on the date on which the statement is filed by the secretary of state.
TN Code § 48-208-104 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 208 - Registered Agent|§ 48-208-104. Service on Llc

  Agent for Service of Process.  A foreign or domestic LLC's registered agent is the LLC's agent for service of process, notice, or demand required or permitted by law to be served on the LLC.   Secretary of State Is Default Agent.  Whenever a domestic or foreign LLC authorized to do business in this state fails to appoint or maintain a registered agent in this state, whenever its registered agent cannot be found with reasonable diligence, whenever a foreign LLC shall transact business or conduct affairs in this state without first obtaining a certificate of authority from the secretary of state, or whenever the certificate of authority of a foreign LLC shall have been cancelled or revoked, then the secretary of state shall be an agent of such LLC upon whom any such process, notice or demand may be served.   Special Agent for Workers' Compensation.  Whenever a domestic or foreign LLC authorized to do business in this state is an employer within the meaning of the Workers' Compensation Law and such LLC is, for the purpose of such Workers' Compensation Law, self-insured or a part of a self-insurance pool as provided in title 50, chapter 6, part 4, such LLC shall, for workers' compensation actions only, be required to appoint the commissioner of commerce and insurance and such commissioner's chief deputy, or their successors, as its true and lawful attorneys upon either of whom all lawful process in any such action or legal proceeding against it may be served as is required of insurance companies by § 56-2-103.   Not Exclusive Means of Service.  This section does not prescribe the only means, or necessarily the required means, of service on a domestic or foreign LLC.
TN Code § 48-209-101 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 209 - Amendment of Articles|§ 48-209-101. Authority to Amend

  An LLC may amend its articles at any time to add or change a provision that is required or permitted in the articles or to delete a provision not required in the articles. Whether a provision is required or permitted in the articles is determined as of the effective date of the amendment.   A member of an LLC does not have a vested property right resulting from any provision in the articles or operating agreement, including provisions relating to management, control, capital structure, distribution entitlement or purpose or duration of the LLC.
TN Code § 48-209-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 209 - Amendment of Articles|§ 48-209-102. Amendment by Board of Governors

 Unless the articles provide otherwise, the board of governors of a board-managed LLC may adopt one (1) or more amendments to the LLC's articles without member action to:   Delete the name and address of the initial registered agent or registered office, if a statement of change is on file with the secretary of state;   Designate or change the address of the principal office of the LLC;   Change the LLC's name by substituting the words “limited liability company” or the abbreviation “LLC,” for a similar word or abbreviation in the name, or by adding, deleting or changing a geographical attribution for the name;   Designate the street address and zip code of the LLC's current registered office, the county in which the office is located, and the name of its current registered agent at the office;   Delete the initial principal office, if an annual report is on file with the secretary of state; or   Make any other change expressly permitted by Chapters 201 248 of this title to be made without member action.
TN Code § 48-209-103 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 209 - Amendment of Articles|§ 48-209-103. Amendment by Board of Governors and Members

  The board of governors of a board-managed LLC may propose one (1) or more amendments to the articles for submission to the members.   For the amendment to be adopted:  The board of governors shall recommend the amendment to the members, unless the board of governors determines that because of conflict of interest or other special circumstances, it should make no recommendation and communicate the basis for its determination to the members with the amendment; and   The members entitled to vote on the amendment shall approve the amendment as provided in subsection (f).     The board of governors may condition its submission of the proposed amendment on any basis.   Notwithstanding the above, unless the articles or operating agreement provide otherwise, any member or group of members of either a board-managed or member- managed LLC entitled to call a meeting may propose an amendment to the articles and call a meeting of the members to consider such amendment.   The LLC shall notify each member, whether or not entitled to vote, of the proposed members' meeting in accordance with § 48-222-102. The notice of meeting must also state that the purpose, or one (1) of the purposes, of the meeting is to consider the proposed amendment and contain or be accompanied by a copy or summary of the amendment.   Unless Chapters 201 248 of this title, the articles, or the board of governors (acting pursuant to subsection (c)) requires a greater vote, the amendment to be adopted must be approved by a majority vote of the members entitled to vote thereon.
TN Code § 48-209-104 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 209 - Amendment of Articles|§ 48-209-104. Articles of Amendment

 An LLC amending its articles shall deliver to the secretary of state for filing articles of amendment setting forth:   The name of the LLC;   The text of each amendment adopted;   The date of each amendment's adoption;   If an amendment was duly adopted by the board of governors without member action, a statement to that effect and that member action was not required; and   If an amendment was duly adopted by the members, a statement to that effect.