reglab/housing_qa huggingface dataset:
V.I. Code tit. 13, § 1205 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1205. Signing of records

 (a) Except as otherwise provided in this chapter, a record to be filed by or on behalf of a limited liability company in the office of the Lieutenant Governor must be signed in the name of the company by a: (1) manager of a manager-managed company; (2) member of a member-managed company; (3) person organizing the company, if the company has not been formed; or (4) fiduciary, if the company is in the hands of a receiver, trustee, or other court-appointed fiduciary. (b) A record signed under subsection (a) of this section must state adjacent to the signature the name and capacity of the signer. (c) Any person may sign a record to be filed under subsection (a) of this section by an attorney-in-fact. Powers of attorney relating to the signing of records to be filed under subsection (a) of this section by an attorney in fact need not be filed in the office of the Lieutenant Governor as evidence of authority by the person filing, but must be retained by the company.
V.I. Code tit. 13, § 1206 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1206. Filing in Office of Lieutenant Governor

 (a) Articles of organization or any other record authorized to be filed under this chapter must be in a medium permitted by the office of the Lieutenant Governor and must be delivered to the office of the Lieutenant Governor. Unless the Lieutenant Governor determines that a record fails to comply as to form with the filing requirements of this chapter, and if all filing fees have been paid, the office of the Lieutenant Governor shall file the record and send a receipt for the record and the fees to the limited liability company or its representative. (b) Upon request and payment of a fee, the office of the Lieutenant Governor shall send to the requester a certified copy of the requested record. (c) Except as otherwise provided in subsection (d) of this section and section 1207, subsection (c) of this chapter, a record accepted for filing by the Lieutenant Governor is effective: (1) at the time of filing on the date it is filed, as evidenced by the office of Lieutenant Governor's date and time endorsement on the original record; or (2) at the time specified in the record as its effective time on the date it is filed. (d) A record may specify a delayed effective time and date, and if it does so the record becomes effective at the time and date specified. If a delayed effective date, but no time is specified, the record is effective at the close of business on that date. If a delayed effective date is later than the 90th day after the record is filed, the record is effective on the 90th day.
V.I. Code tit. 13, § 1207 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1207. Correcting filed record

 (a) A limited liability company or foreign limited liability company may correct a record filed with the office of the Lieutenant Governor if the record contains a false or erroneous statement or was defectively signed. (b) A record is corrected: (1) by preparing articles of correction that: (i) describe the record, including its filing date, or attach a copy of it to the articles of correction; (ii) specify the incorrect statement and the reason it is incorrect or the manner in which the signing was defective; and (iii) correct the incorrect statement or defective signing; and (2) by delivering the corrected record to the office of the Lieutenant Governor for filing. (c) Articles of correction are effective retroactively on the effective date of the record they correct, except as to persons relying on the uncorrected record and adversely affected by the correction. As to those persons, articles of correction are effective when filed.
V.I. Code tit. 13, § 1208 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1208. Certificate of existence or authorization

 (a) A person may request the office of the Lieutenant Governor to furnish a certificate of existence for a limited liability company or a certificate of authorization for a foreign limited liability company. (b) A certificate of existence for a limited liability company must set forth: (1) the company's name; (2) that it is duly organized under the laws of the Virgin Islands, the date of organization, whether its duration is at-will or for a specified term, and, if the latter, the period specified; (3) if payment is reflected in the records of the Lieutenant Governor and if nonpayment affects the existence of the company, that all fees, taxes, and penalties owed to the Virgin Islands have been paid; (4) whether its most recent annual report required by section 1211 has been filed with the office of the Lieutenant Governor; (5) that articles of termination have not been filed; and (6) other facts of record in the office of the Lieutenant Governor which may be requested by the applicant. (c) A certificate of authorization for a foreign limited liability company must set forth: (1) the company's name used in the Virgin Islands; (2) that it is authorized to transact business in the Virgin Islands; (3) if payment is reflected in the records of the office of the Lieutenant Governor and if nonpayment affects the authorization of the company, that all fees, taxes, and penalties owed to the Government of the Virgin Islands have been paid; (4) whether its most recent annual report required by section 1211 of this chapter has been filed with the office of the Lieutenant Governor; (5) that a certificate of cancellation has not been filed; and (6) other facts of record in the office of the Lieutenant Governor which may be requested by the applicant. (d) Subject to any qualification stated in the certificate, a certificate of existence or authorization issued by the office of the Lieutenant Governor may be relied upon as conclusive evidence that the domestic or foreign limited liability company is in existence or is authorized to transact business in the Virgin Islands.
V.I. Code tit. 13, § 1209 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1209. Liability for false statement in filed record

 If a record authorized or required to be filed under this chapter contains a false statement, one who suffers loss by reliance on the statement may recover damages for the loss from a person who signed the record or caused another to sign it on the person's behalf and knew the statement to be false at the time the record was signed.
V.I. Code tit. 13, § 1210 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1210. Filing by judicial act

 If a person required by section 1205 of this chapter to sign any record fails or refuses to do so, any other person who is adversely affected by the failure or refusal may petition the Superior Court of the Virgin Islands to direct the signing of the record. If the Superior Court finds that it is proper for the record to be signed and that a person so designated has failed or refused to sign the record, it shall order the Lieutenant Governor to sign and file an appropriate record.
V.I. Code tit. 13, § 1211 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter II - Organization|§ 1211. Annual report

 (a) A limited liability company, and a foreign limited liability company authorized to transact business in the Virgin Islands, shall deliver to the office of the Lieutenant Governor for filing an annual report that sets forth: (1) the name of the company and the state or country under whose law it is organized; (2) the mailing and physical address of its designated office and the name and physical address of its agent for service of process in the Virgin Islands; (3) the mailing and physical address of its principal office; and (4) the names and business addresses of any managers. (b) Information in an annual report must be current as of the date the annual report is signed on behalf of the limited liability company. (c) The first annual report must be delivered to the Lieutenant Governor on or before June 30 of the year following the calendar year in which a limited liability company was organized or a foreign company was authorized to transact business. Subsequent annual reports must be delivered to the Lieutenant Governor on or before June 30 of the ensuing calendar years. (d) If an annual report does not contain the information required in subsection (a) of this section, the office of the Lieutenant Governor shall promptly notify the reporting limited liability company or foreign limited liability company and return the report to it for correction. If the report is corrected to contain the information required in subsection (a) of this section and delivered to the office of the Lieutenant Governor within 30 days after the effective date of the notice, it is timely filed. (e) The fee for filing an annual report as set forth in subsection (a) shall be computed by assessing $1.50 for each thousand dollars of capital used in conducting business in the Virgin Islands; provided, however, that the minimum fee shall be $300.00. Any limited liability company, or foreign limited liability company, which fails to file the mandatory annual report or pay the required filing fee shall be liable for a penalty of 20 percent of the fee or $50, whichever is greater, and interest at 1.5 percent, compounded annually for each month or part thereof that the fee remains unpaid, payable to the Office of the Lieutenant Governor.
V.I. Code tit. 13, § 1301 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter III - Relations of Members and Managers to Persons Dealing With Limited Liability Company|§ 1301. Agency of members and managers

 (a) Subject to subsections (b) and (c) of this section: (1) Each member is an agent of the limited liability company for the purpose of its business, and an act of a member, including the signing of an instrument in the company's name, for apparently carrying on in the ordinary course the company's business or business of the kind carried on by the company binds the company, unless the member had no authority to act for the company in the particular matter and the person with whom the member was dealing knew or had notice that the member lacked authority. (2) An act of a member which is not apparently for carrying on in the ordinary course the company's business or business of the kind carried on by the company binds the company only if the act was authorized by the other members. (b) Subject to subsection (c) of this section, in a manager-managed company: (1) A member is not an agent of the company for the purpose of its business solely by reason of being a member. Each manager is an agent of the company for the purpose of its business, and an act of a manager, including the signing of an instrument in the company's name, for apparently carrying on in the ordinary course the company's business or business of the kind carried on by the company binds the company, unless the manager had no authority to act for the company in the particular matter and the person with whom the manager was dealing knew or had notice that the manager lacked authority. (2) An act of a manager which is not apparently for carrying on in the ordinary course the company's business or business of the kind carried on by the company binds the company only if the act was authorized under section 1404 of this chapter. (c) Unless the articles of organization limit their authority, any member of a member-managed company or manager of a manager-managed company may sign and deliver any instrument transferring or affecting the company's interest in real property. The instrument is conclusive in favor of a person who gives value without knowledge of the lack of the authority of the person signing and delivering the instrument.
V.I. Code tit. 13, § 1302 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter III - Relations of Members and Managers to Persons Dealing With Limited Liability Company|§ 1302. Limited liability company liable for member's or manager's actionable 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 authority of the company.
V.I. Code tit. 13, § 1303 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter III - Relations of Members and Managers to Persons Dealing With Limited Liability Company|§ 1303. Liability of members and managers

 (a) Except as otherwise provided in subsection (c) of this section, the debts, obligations, and liabilities of a limited liability company, whether arising in contract, tort, or otherwise, are solely the debts, obligations, and liabilities of the company. A member or manager is not personally liable for a debt, obligation, or liability of the company solely by reason of being or acting as a member or manager. (b) 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 for liabilities of the company. (c) 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: (1) a provision to that effect is contained in the articles of organization; and (2) a member so liable has consented in writing to the adoption of the provision or to be bound by the provision.
V.I. Code tit. 13, § 1401 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter IV - Relations of Members to Each Other and to Limited Liability Company|§ 1401. Form of contribution

 A contribution of a member of a limited liability company may consist of 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.
V.I. Code tit. 13, § 1402 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter IV - Relations of Members to Each Other and to Limited Liability Company|§ 1402. Member's liability for contributions

 (a) A member's obligation to contribute money, property, or other benefit to, or to perform services for, a limited liability company is not excused by the member's death, disability, or other inability to perform personally. If a member does not make the required contribution of property or services, the member is obligated at the option of the company to contribute money equal to the value of that portion of the stated contribution which has not been made. (b) A creditor of a limited liability company who extends credit or otherwise acts in reliance on an obligation described in subsection (a) of this section, and without notice of any compromise under section 1404, subsection (c), item (5) of this chapter, may enforce the original obligation.
V.I. Code tit. 13, § 1403 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter IV - Relations of Members to Each Other and to Limited Liability Company|§ 1403. Member's and manager's rights to payments and reimbursement

 (a) 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 its business or property. (b) A limited liability company shall reimburse a member for an advance to the company beyond the amount of contribution the member agreed to make. (c) A payment or advance made by a member which gives rise to an obligation of a limited liability company under subsection (a) or (b) of this section constitutes a loan to the company upon which interest accrues from the date of the payment or advance. (d) 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.
V.I. Code tit. 13, § 1404 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter IV - Relations of Members to Each Other and to Limited Liability Company|§ 1404. Management of limited liability company

 (a) In a member-managed company: (1) each member has equal rights in the management and conduct of the company's business; and (2) except as otherwise provided in subsection (c) of this section, any matter relating to the business of the company may be decided by a majority of the members. (b) In a manager-managed company: (1) each manager has equal rights in the management and conduct of the company's business; (2) except as otherwise provided in subsection (c) of this section, any matter relating to the business of the company may be exclusively decided by the manager or, if there is more than one manager, by a majority of the managers; and (3) a manager: (i) must be designated, appointed, elected, removed, or replaced by a vote, approval, or consent of a majority of the members; and (ii) holds office until a successor has been elected and qualified, unless the manager sooner resigns or is removed. (c) The only matters of a member or manager-managed company's business requiring the consent of all of the members are: (1) the amendment of the operating agreement under section 1104 of this chapter; (2) the authorization or ratification of acts or transactions under section 1104, subsection (b), item (2), subitem (ii) of this chapter which would otherwise violate the duty of loyalty; (3) an amendment to the articles of organization under section 1204 of this chapter; (4) the compromise of an obligation to make a contribution under section 1402, subsection (b) of this chapter; (5) the compromise, as among members, of an obligation of a member to make a contribution or return money or other property paid or distributed in violation of this chapter; (6) the making of interim distributions under section 1405, subsection (a) of this chapter, including the redemption of an interest; (7) the admission of a new member; (8) the use of the company's property to redeem an interest subject to a charging order; (9) the consent to dissolve the company under section 1801, subsection (b), item (2) of this chapter; (10) a waiver of the right to have the company's business wound up and the company terminated under section 1802, subsection (b) of this chapter; (11) the consent of members to merge with another entity under section 1904, subsection (c), item (1) of this chapter; and (12) the sale, lease, exchange, or other disposal of all, or substantially all, of the company's property with or without goodwill. (d) Action requiring the consent of members or managers under this chapter may be taken without a meeting. (e) A member or manager may appoint a proxy to vote or otherwise act for the member or manager by signing an appointment instrument, either personally or by the member's or manager's attorney-in-fact.
V.I. Code tit. 13, § 1405 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter IV - Relations of Members to Each Other and to Limited Liability Company|§ 1405. Sharing of and right to distribution

 (a) Any distributions made by a limited liability company before its dissolution and winding up must be in equal shares. (b) A member has no right to receive, and may not be required to accept, a distribution in kind. (c) If 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.
V.I. Code tit. 13, § 1406 (2019)
2019 US Virgin Islands Code|Title 13 - Corporations and Associations|Chapter 15 - Uniform Limited Liability Company Act|Subchapter IV - Relations of Members to Each Other and to Limited Liability Company|§ 1406. Limitations on distribution

 (a) A distribution may not be made if: (1) the limited liability company would not be able to pay its debts as they become due in the ordinary course of business; or (2) the company's total assets would be less than the sum of its total liabilities plus the amount that would be needed, if the company were to be dissolved, wound up, and terminated at the time of the distribution, to satisfy the preferential rights upon dissolution, winding up, and termination of members whose preferential rights are superior to those receiving the distribution. (b) A limited liability company may base a determination that a distribution is not prohibited under subsection (a) of this section on financial statements prepared on the basis of accounting practices and principles that are reasonable in the circumstances or on a fair valuation or other method that is reasonable in the circumstances. (c) Except as otherwise provided in subsection (e) of this section, the effect of a distribution under subsection (a) of this section is measured: (1) in the case of distribution by purchase, redemption, or other acquisition of a distributional interest in a limited liability company, as of the date money or other property is transferred or debt incurred by the company; and (2) in all other cases, as of the date the: (i) distribution is authorized if the payment occurs within 120 days after the date of authorization; or (ii) payment is made if it occurs more than 120 days after the date of authorization. (d) A limited liability company's indebtedness to a member incurred by reason of a distribution made in accordance with this section is at parity with the company's indebtedness to its general, unsecured creditors. (e) Indebtedness of a limited liability company, including indebtedness issued in connection with or as part of a distribution, is not considered a liability for purposes of determinations under subsection (a) of this section if its terms provide that payment of principal and interest are made only if and to the extent that payment of a distribution to members could then be made under this section. 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 made.