reglab/housing_qa huggingface dataset:
AK Stat § 10.50.125 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 5. Management.|Sec. 10.50.125. Tenure of manager.

(a) Unless otherwise provided in an operating agreement of the company, a manager of a limited liability company holds office until the manager's successor is elected and qualified, unless the manager resigns or is removed earlier. (b) A manager may not resign as manager of a limited liability company except at the time or upon the happening of events specified in the operating agreement of the company. An operating agreement may provide that a manager does not have the right to resign as a manager of a limited liability company. Notwithstanding that an operating agreement provides that a manager does not have the right to resign as a manager of a limited liability company, a manager may resign as a manager of a limited liability company at any time by giving notice to the members and any other managers. If the resignation of a manager violates the operating agreement of the company, in addition to any remedy otherwise available under applicable law, a limited liability company may recover from the resigning manager damages for breach of the operating agreement and may offset the damages against the amount otherwise distributable to the resigning manager. If the manager was the sole manager and if, within 90 days after the resignation, the members fail to agree on the appointment of a new manager, then each member shall have a say in the management of the company that is equal to the proportion of the member's capital account in the company.
AK Stat § 10.50.130 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 5. Management.|Sec. 10.50.130. Limitation of member fiduciary duty.

Unless otherwise provided in an operating agreement of the company, if a person is a member of a limited liability company that is managed by a manager and if the person is not a manager, the person does not have the fiduciary duty of a manager to the company or to the other members of the company when the person acts solely in the capacity of a member.
AK Stat § 10.50.135 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 5. Management.|Sec. 10.50.135. Duty of care.

(a) A person who is a manager or a managing member of a limited liability company shall perform the duties of management in good faith, in a manner the person reasonably believes to be in the best interests of the company, and with the care, including reasonable inquiry, that an ordinarily prudent person in a like position would use under similar circumstances. Except as provided in (b) of this section, the person is entitled to rely on information, opinions, reports, or statements, including financial statements and other financial data, in each case prepared or presented by (1) an employee of the company whom the person reasonably believes to be reliable and competent in the matters presented; or (2) counsel, public accountants, or other professionals or experts as to matters that the person reasonably believes to be within the professional's or expert's competence. (b) A person is not acting in good faith under (a) of this section if the person has knowledge concerning the matter in question that makes reliance otherwise permitted by (a) of this section unwarranted.
AK Stat § 10.50.140 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 5. Management.|Sec. 10.50.140. Conflicts of interest.

(a) A contract or other transaction between a limited liability company and a manager or managing member of a limited liability company, or between a limited liability company and a limited liability company, foreign limited liability company, corporation, firm, or association in which a manager or managing member of the company has a material financial interest, is not void or voidable because the manager or managing member or the other company, corporation, firm, or association are parties or because the manager or managing member is present at the meeting that authorizes, approves, or ratifies the contract or transaction, if the material facts as to the transaction and as to the interest of the manager or managing member are fully disclosed or known to the members and the contract or transaction is approved by the members in good faith, with the interested manager or managing member not being entitled to vote. (b) The fact that a manager or managing member of a limited liability company is a manager or managing member of another entity involved in the transaction does not alone constitute a material financial interest within the meaning of this section. A manager or managing member is not interested within the meaning of this section in a decision fixing the compensation of another manager or managing member as a manager or managing member of the company, notwithstanding the fact that the first manager or managing member is also receiving compensation from the company. (c) A contract or other transaction between a manager or managing member and a limited liability company or association of which one or more managers or managing members of the company are managers or managing members is not void or voidable because the managers or managing members are present at the meeting that authorizes, approves, or ratifies the contract or transaction, if the material facts of the transaction and the manager's or managing member's other management position are fully disclosed or known to the members and the members authorize, approve, or ratify the contract or transaction in good faith by a sufficient vote without counting the vote of the common manager or managing member or the contract or transaction is approved by the members in good faith. This subsection does not apply to contracts or transactions covered by (a) of this section. (d) Nothing in this section affects the prohibitions or restraints imposed by AS 45.50.562 - 45.50.596.
AK Stat § 10.50.145 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 5. Management.|Sec. 10.50.145. Loans to managers, managing members, and employees.

(a) A loan may not be extended by a limited liability company to an employee without authorization by the company's managers or managing members. A loan may not be extended to a manager or a managing member of a limited liability company without the approval of two-thirds of the company's members. An employee who is also a manager or managing member is considered a manager or managing member for purposes of this section. A member is not disqualified from voting on a loan to a member as a manager or managing member because of personal interest. (b) A loan to a manager, managing member, or employee and a loan secured by the limited liability company interests of the company may not be made unless the loan would be permissible as a distribution under AS 10.50.290 - 10.50.345. A loan under this subsection impairs the retained earnings or paid-in capital accounts to the extent of the loan. (c) For purposes of this section, a loan may consist of cash, securities, or personal or real property. (d) If a limited liability company acts as a guarantor on a loan to a manager, managing member, or employee, the guarantee is treated as a loan under this section. (e) A manager, managing member, or employee of an affiliated limited liability company is a manager, managing member, or employee of the lending company for purposes of this section. (f) A loan is to be judged by the duties of managers and managing members to act in good faith in a manner reasonably believed to be in the best interests of the company and with the care, including reasonable inquiry, that an ordinarily prudent person in a like position would use under similar circumstances.
AK Stat § 10.50.150 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 5. Management.|Sec. 10.50.150. Authorization of company affairs.

(a) Unless otherwise provided in an operating agreement of the company, the company's articles of organization, or by this chapter, if the company is not managed by a manager, the consent of more than one-half of all of the members of a limited liability company is required to decide the affairs of the company. (b) Unless otherwise provided in an operating agreement of the company or by this chapter, the consent of more than one-half of the number of managers of a limited liability company is required to decide the affairs of the company. (c) Notwithstanding (a) and (b) of this section, and unless otherwise provided in an operating agreement of the company or in the company's articles of organization, the written consent of all of the members of a limited liability company is required to (1) amend the articles of organization; (2) amend an operating agreement of the company; or (3) authorize a manager or member to perform an act on behalf of the company that contravenes an operating agreement of the company, including an act that contravenes a provision of the operating agreement that expressly limits the purposes, affairs, or conduct of the affairs of the company. (d) [Repealed, § 4 ch 52 SLA 2007.]
AK Stat § 10.50.155 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.155. Membership requirements.

(a) A person may become a member in a limited liability company if the person acquires a limited liability company interest (1) directly from the limited liability company (A) in compliance with an operating agreement of the company; or (B) with the written consent of all of the members of the company if an operating agreement of the company does not provide for acquiring an interest directly from the company; or (2) by assignment of the interest by a company member in compliance with AS 10.50.165. (b) A limited liability company must have one or more members.
AK Stat § 10.50.160 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.160. Effective date of admission.

The effective date of the admission of a member to a limited liability company is the later of the date (1) when the company is organized; (2) established in an operating agreement of the company; or (3) when the person's admission is reflected in the records of the company if an operating agreement of the company does not establish an effective date.
AK Stat § 10.50.165 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.165. Authorization for assignee to become member.

(a) Unless otherwise provided in an operating agreement of the company, an assignee of a limited liability company interest may not become a member unless all other members consent. (b) An operating agreement of the company may specify the manner for evidencing the consent required by (a) of this section. If an operating agreement does not specify the manner for evidencing the consent, the consent is evidenced by a written instrument that is dated and signed by the members.
AK Stat § 10.50.170 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.170. Rights, powers, and liabilities of assignee who becomes a member.

(a) An assignee who becomes a member has, to the extent assigned, the rights and powers of a member under the articles of organization, an operating agreement, and this chapter, and is subject to the restrictions and liabilities of a member under the articles of organization, an operating agreement, and this chapter. (b) In addition to the liabilities imposed under (a) of this section, an assignee of a limited liability company interest who becomes a member of the company is liable for an obligation of the assignor to make a contribution under AS 10.50.280 that is not imposed by the articles of organization, an operating agreement, or otherwise by this chapter. (c) Notwithstanding (a) and (b) of this section, an assignee who becomes a member is not liable for liabilities that are unknown to the assignee when the assignee becomes a member and that cannot be determined from the written records of the company maintained under AS 10.50.860.
AK Stat § 10.50.180 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.180. Rights of assignor when assignee becomes a member.

Unless otherwise provided in an operating agreement of the company, when an assignee of a member's limited liability company interest becomes a member of the company with respect to the assignor's entire interest, the assignor ceases to be a member or to have the power to exercise the rights of a member.
AK Stat § 10.50.185 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.185. Resignation of member.

(a) A member may not resign from a limited liability company except at the time or upon the happening of events specified in the operating agreement of the company and in accordance with the operating agreement of the company. (b) Notwithstanding anything to the contrary under applicable law, unless an operating agreement of the company provides otherwise, a member may not resign from a limited liability company before the dissolution and winding up of the limited liability company. (c) If the resignation of a member violates an operating agreement of the company, in addition to any remedy otherwise available under applicable law, a limited liability company may recover from the resigning member damages for breach of the operating agreement and may offset the damages against the amount otherwise distributable to the resigning member. (d) Unless otherwise provided in an operating agreement of the company and except for termination under AS 10.50.205, after a member resigns from a limited liability company, the rights of the former member are those of an assignee.
AK Stat § 10.50.205 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.205. Removal of member.

(a) A person's membership in a limited liability company may not be terminated by removal except as provided by (b) or (c) of this section. (b) Except as provided in (c) of this section, a person's membership in a limited liability company terminates if the person assigns all of the person's interest in the company and if a majority of the members who have not assigned their interests in the company authorize the removal of the person as a member. (c) If an operating agreement of the company provides for the removal of a member with or without cause, a person's membership in a limited liability company terminates if the person is removed as a member in the manner and under the circumstances provided in the agreement.
AK Stat § 10.50.210 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.210. Effect of death or incompetency on membership.

Unless otherwise provided in an operating agreement or by the written consent of all of the members at the time, the membership of a member of a limited liability company who is an individual terminates if the member dies, or if a court of competent jurisdiction enters an order adjudicating the member incompetent to manage the member's person or property.
AK Stat § 10.50.215 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.215. Termination of membership held by trust, trustee, or estate.

(a) Unless otherwise provided in an operating agreement of the company or by the written consent of all of the members of the company at the time, the limited liability company membership held by a trust or trustee terminates when the trust terminates. In this subsection, “terminates” does not include the substitution of a new trustee. (b) Unless otherwise provided in an operating agreement of the company or by the written consent of all of the members of the company at the time, the limited liability company membership held by an estate terminates when the estate's entire limited liability company interest is distributed by the fiduciary of the estate.
AK Stat § 10.50.220 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.220. Termination on dissolution of member.

(a) Unless otherwise provided in an operating agreement of the company or by the written consent of all of the members of the company at the time, a limited liability company membership of a member that is a separate limited liability company terminates when the member dissolves and begins to wind up its affairs. (b) Unless otherwise provided in an operating agreement of the company or by the written consent of all of the members of the company at the time, a limited liability company membership of a member that is a corporation terminates when the corporation is dissolved and 90 days lapse without reinstatement.
AK Stat § 10.50.225 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 6. Membership.|Sec. 10.50.225. Other events terminating membership.

(a) Unless otherwise provided in writing in an operating agreement of the company or authorized by the written consent of all of the members of the company at the time, a person's membership in a limited liability company terminates when the person (1) makes an assignment for the benefit of creditors; (2) files a voluntary petition in bankruptcy; (3) is adjudicated a bankrupt or insolvent; (4) files a petition or answer seeking for the person a reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under law; (5) files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against the member in a proceeding in the nature of (1) - (4) of this subsection; or (6) seeks, consents to, or acquiesces in the appointment of a trustee, receiver, or liquidator of the person or of all or a substantial part of the person's property. (b) Unless otherwise provided in writing in an operating agreement of the company or consented to in writing by all of the members of the company at the time, a person's membership in a limited liability company terminates when (1) a proceeding against the person seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief is not dismissed within 120 days after the commencement of the proceeding; or (2) an appointment, without the person's consent, of a trustee, receiver, or liquidator of the person or of all or a substantial part of the person's property is not vacated or stayed within 120 days after the appointment or after the expiration of the stay. (c) The members of a limited liability company may provide in writing in an operating agreement that other events terminate a membership.
AK Stat § 10.50.250 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 7. Relationship to Third Parties.|Sec. 10.50.250. Agency power of members and managers.

(a) Except as provided in (b) and (c) of this section, a member of a limited liability company is an agent of the company for the purpose of conducting the company's affairs. A member's act, including the execution of an instrument in the name of the company, that appears to be performed in the usual and customary way of conducting business, binds the company, unless the member does not in fact have the authority to act for the company in the particular matter and the person with whom the member is dealing knows that the member does not have the authority to act for the company in the particular matter. (b) If a limited liability company is managed by a manager, a member is not, solely by reason of being a member, an agent of the company. (c) If a limited liability company is managed by a manager, a manager is an agent of a limited liability company for the purpose of conducting its affairs, and a manager's act, including the execution of an instrument in the name of the company, that appears to be performed in the usual and customary way of conducting business binds the company, unless the manager does not in fact have the authority to act for the company in the particular matter and the person with whom the manager is dealing knows that the manager does not have the authority to act for the company in the particular matter. (d) A limited liability company manager's or member's act that does not appear to be performed in the usual and customary way of conducting business does not bind the company, unless the act is authorized by an operating agreement of the company when the act is performed or at another time. (e) A limited liability company manager's or member's act that contravenes a restriction on the manager's or member's authority does not bind the company with regard to persons who know about the restriction.
AK Stat § 10.50.255 (2021)
2021 Alaska Statutes|Title 10. Corporations and Associations|Chapter 50. Alaska Revised Limited Liability Company Act|Article 7. Relationship to Third Parties.|Sec. 10.50.255. Admissions and representations by members and managers.

(a) Except as provided in (b) of this section, an admission or representation made by a member of a limited liability company about the affairs of the company is evidence against the company if the admission or representation is within the scope of the member's authority under this chapter. (b) If a limited liability company is managed by a manager, an admission or representation made by a (1) manager about the affairs of the company is evidence against the company if the admission or representation is within the scope of the manager's authority under this chapter; and (2) member, acting solely in the capacity of a member, is not evidence against the company.