reglab/housing_qa huggingface dataset:
AR Code § 4-32-1003 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 10 - Foreign Limited Liability Companies|§ 4-32-1003. Issuance of registration

 (a) If the Secretary of State finds that an application for registration conforms to the provisions of this chapter and all requisite fees have been paid, the Secretary of State shall:  (1) Endorse on each signed original and duplicate copy the word “filed” and the date and time of its acceptance for filing;  (2) Retain the signed original in the Secretary of State's files; and  (3) Return the duplicate copy to the person who filed it or the person's representative.    (b) If the Secretary of State is unable to make the determination required for filing by subsection (a) of this section at the time any documents are delivered for filing, the documents are deemed to have been filed at the time of delivery if the Secretary of State subsequently determines that:  (1) The documents as delivered conform to the filing provisions of this chapter; or  (2) Within twenty (20) days after notification of nonconformance is given by the Secretary of State to the person who delivered the documents for filing or the person's representative, the documents are brought into conformance.    (c) If the filing and determination requirements of this chapter are not satisfied within the time prescribed in subdivision (b)(2) of this section, the documents shall not be filed.
AR Code § 4-32-1004 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 10 - Foreign Limited Liability Companies|§ 4-32-1004. Name

 No certificate of registration shall be issued to a foreign limited liability company unless the name of the company satisfies the requirements of § 4-32-103. If the name under which a foreign limited liability company is registered in the jurisdiction of its formation does not satisfy the requirements of § 4-32-103, to obtain or maintain a certificate of registration the foreign limited liability company may use a designated name that is available and which satisfies the requirements of § 4-32-103.
AR Code § 4-32-1005 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 10 - Foreign Limited Liability Companies|§ 4-32-1005. Amendments

 (a) The application for registration of a foreign limited liability company is amended by filing articles of amendment with the Secretary of State signed by a person with authority to do so under the laws of the state or other jurisdiction of its formation. The articles of amendment shall set forth:  (1) The name of the foreign limited liability company;  (2) The date the original application for registration was filed; and  (3) The amendment to the application for registration.    (b) The application for registration may be amended in any way, provided that the application for registration as amended contains only provisions that may be lawfully contained in an application for registration at the time of the amendment.
AR Code § 4-32-1006 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 10 - Foreign Limited Liability Companies|§ 4-32-1006. Cancellation of registration

 (a) A foreign limited liability company authorized to transact business in this state may cancel its registration upon procuring from the Secretary of State a certificate of cancellation. In order to procure a certificate, the foreign limited liability company shall deliver to the Secretary of State an application for cancellation, which shall set forth:  (1) The name of the foreign limited liability company and the state or other jurisdiction under the laws of which it is formed;  (2) That the foreign limited liability company is not transacting business in this state;  (3) That the foreign limited liability company surrenders its certificate of registration to transact business in this state;  (4) That the foreign limited liability company revokes the authority of its registered agent for service of process in this state and consents that service of process in any action, suit, or proceeding based upon any cause of action arising in this state during the time the foreign limited liability company was authorized to transact business in this state may thereafter be made on the foreign limited liability company by service thereof upon the Secretary of State; and  (5) An address to which a person may mail a copy of any process against the foreign limited liability company.    (b) The application for cancellation shall be in the form and manner designated by the Secretary of State and shall be executed on behalf of the foreign limited liability company by a person with authority to do so under the laws of the state or other jurisdiction of its formation, or, if the foreign limited liability company is in the hands of a receiver, trustee, or other court-appointed fiduciary, by that fiduciary.  (c) A cancellation does not terminate the authority of the Secretary of State to accept service of process on the foreign limited liability company with respect to causes of action arising out of the doing of business in this state.
AR Code § 4-32-1008 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 10 - Foreign Limited Liability Companies|§ 4-32-1008. Transactions not constituting transacting business

 (a) The following activities of a foreign limited liability company, among others, do not constitute transacting business within the meaning of this subchapter:  (1) Maintaining, defending, or settling any proceeding;  (2) Holding meetings of its members or managers or carrying on any other activities concerning its internal affairs;  (3) Maintaining bank accounts;  (4) Maintaining offices or agencies for the transfer, exchange, and registration of the foreign limited liability company's own securities or interests or maintaining trustees or depositories with respect to those securities or interests;  (5) Selling through independent contractors;  (6) Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts;  (7) Creating or acquiring indebtedness, mortgages, and security interests in real or personal property;  (8) Securing or collecting debts or enforcing mortgages and security interests in property securing debts;  (9) Owning, without more, real or personal property;  (10) Conducting an isolated transaction that is completed within thirty (30) days and that is not one in the course of repeated transactions of a like nature; or  (11) Transacting business in interstate commerce.    (b) The foreign limited liability company shall not be considered to be transacting business solely because it:  (1) Owns a controlling interest in a corporation that is transacting business;  (2) Is a limited partner of a limited partnership that is transacting business; or  (3) Is a member or manager of a limited liability company or foreign limited liability company that is transacting business.    (c) This section does not apply in determining the contacts or activities that may subject a foreign limited liability company to service of process or taxation in this state or to other law or to regulation under any other law of this state.
AR Code § 4-32-1101 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 11 - Suits by and Against the Limited Liability Company|§ 4-32-1101. Suits by and against the limited liability company

 Suit may be brought by or against a limited liability company in its own name.
AR Code § 4-32-1102 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 11 - Suits by and Against the Limited Liability Company|§ 4-32-1102. Authority to sue on behalf of limited liability company

 Unless otherwise provided in an operating agreement, a suit on behalf of the limited liability company may be brought only in the name of the limited liability company by:   (1) One (1) or more members of a limited liability company, whether or not an operating agreement vests management of the limited liability company in one (1) or more managers, who are authorized to sue by the vote of more than one-half (½) by number of the members eligible to vote thereon, unless the vote of all members shall be required pursuant to § 4-32-403(b), provided that in determining the vote required under § 4-32-403, the vote of any member who has an interest in the outcome of the suit that is adverse to the interest of the limited liability company shall be excluded; or  (2) One (1) or more managers of a limited liability company, if an operating agreement vests management of the limited liability company in one (1) or more managers, who are authorized to do so by the vote required pursuant to § 4-32-403 of the members eligible to vote thereon, provided that in determining the required vote, the vote of any manager who has an interest in the outcome of the suit that is adverse to the interest of the limited liability company shall be excluded.
AR Code § 4-32-1103 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 11 - Suits by and Against the Limited Liability Company|§ 4-32-1103. Effect of lack of authority to sue

 The lack of authority of a member or manager to sue on behalf of the limited liability company may not be asserted as a defense to an action by the limited liability company or by the limited liability company as a basis for bringing a subsequent suit on the same cause of action.
AR Code § 4-32-1201 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1201. Definitions

 In this subchapter:   (1) “Constituent limited liability company” means a constituent organization that is a limited liability company;  (2) “Constituent organization” means an organization that is party to a merger;  (3) “Converted organization” means the organization into which a converting organization converts under §§ 4-32-1202 — 4-32-1205;  (4) “Converting limited liability company” means a converting organization that is a limited liability company;  (5) “Converting organization” means an organization that converts into another organization under § 4-32-1202;  (6) “Governing statute” of an organization means the statute that governs the organization's internal affairs;  (7) “In a record” means maintained or kept on file by the organization at an office of the organization or with the Secretary of State;  (8)  (A) “Organization” means:  (i) A partnership, including a limited liability partnership;  (ii) A limited partnership, including a limited liability limited partnership;  (iii) A limited liability company;  (iv) A business trust;  (v) A corporation; or  (vi) Any other entity that has a governing statute.    (B) “Organization” includes a domestic or foreign organization whether or not the organization is organized for profit;    (9) “Organizational documents” means:  (A) For a domestic or foreign general partnership, its partnership agreement and if applicable statement of qualification;  (B) For a domestic or foreign limited partnership, its certificate of limited partnership and partnership agreement;  (C) For a domestic or foreign limited liability company, its articles of organization and operating agreement or the comparable records provided for in its governing statute;  (D) For a business trust, its agreement of trust and declaration of trust;  (E) For a domestic or foreign corporation for profit, its articles of incorporation, bylaws, and other agreements among its shareholders which are authorized by its governing statute or the comparable records provided for in its governing statute; and  (F) For any other organization, the records that:  (i) Create the organization;  (ii) Determine the internal governance of the organization; and  (iii) Determine the relations among the organization's owners, members, and interested parties; and      (10) “Surviving organization” means an organization into which one or more other organizations are merged.
AR Code § 4-32-1202 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1202. Conversion

 (a) An organization other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to another organization under this section and §§ 4-32-1203 — 4-32-1205 and a plan of conversion, if the:  (1) Other organization's governing statute authorizes the conversion and is complied with; and  (2) Conversion is not prohibited by the law of the jurisdiction that enacted the governing statute.    (b) A plan of conversion must be in a record and must include the:  (1) Name and form of the organization before conversion;  (2) Name and form of the organization after conversion;  (3) Terms and conditions of the conversion, including the manner and basis for converting interests in the converting organization into any combination of money, interests in the converted organization, and other consideration; and  (4) Organizational documents of the converted organization.
AR Code § 4-32-1203 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1203. Action on plan of conversion by converting limited liability company

 (a) Unless otherwise provided in writing in an operating agreement, a plan of conversion must be consented to by more than one-half (½) by number of the members of a converting limited liability company.  (b) Subject to any contractual rights, until a conversion is filed under § 4-32-1204, a converting limited liability company may amend the plan or abandon the planned conversion:  (1) As provided in the plan; and  (2) Except as prohibited by the plan, by the same consent required to approve the plan.
AR Code § 4-32-1204 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1204. Filings required for conversion — Effective date

 (a)  (1) After a plan of conversion is approved, a converting limited liability company shall file articles of conversion with the Secretary of State.  (2) The articles of conversion shall include:  (A) A statement that the limited liability company has been converted into another organization;  (B) The name and form of the converted organization and the jurisdiction of its governing statute;  (C) The date the conversion is effective under the governing statute of the converted organization;  (D) A statement that the conversion was approved as required by this chapter;  (E) A statement that the conversion was approved as required by the governing statute of the converted organization;  (F) A statement confirming that the converted organization has filed a statement appointing an agent for service of process under § 4-20-112 if the converted organization is a foreign organization not authorized to transact business in this state; and  (G)  (i) A copy of the plan of conversion; or  (ii) A statement that:  (a) Contains the address of an office of the organization where the plan of conversion is on file; and  (b) A copy of the plan of conversion will be furnished by the converting organization on request and without cost to any shareholder of the converting organization.          (b)  (1) If the converting organization is not a converting limited liability company, the converting organization shall file articles of organization with the Secretary of State.  (2) The articles of organization shall include, in addition to the information required by § 4-32-202:  (A) A statement that the limited liability company was converted from another organization;  (B) The name and form of the converting organization and the jurisdiction of its governing statute; and  (C) A statement that the conversion was approved in a manner that complied with the converting organization's governing statute.      (c) A conversion becomes effective:  (1) If the converted organization is a limited liability company, when the articles of organization take effect; and  (2) If the converted organization is not a limited liability company, as provided by the governing statute of the converted organization.
AR Code § 4-32-1205 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1205. Effect of conversion

 (a) An organization that has been converted under this subchapter is for all purposes the same entity that existed before the conversion.  (b) When a conversion takes effect:  (1) All property owned by the converting organization remains vested in the converted organization;  (2) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization;  (3) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred;  (4) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization;  (5) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and  (6) Except as otherwise agreed, the conversion does not dissolve a converting limited liability company under § 4-32-901 et seq.    (c)  (1) A converted organization that is a foreign organization consents to the jurisdiction of the courts of this state to enforce any obligation owed by the converting limited liability company, if before the conversion the converting limited liability company was subject to suit in this state on the obligation.  (2) A converted organization that is a foreign organization and not authorized to transact business in this state may be served with process under § 4-20-113 if the converted organization:  (A) Fails to appoint an agent for service of process under § 4-20-112;  (B) No longer has an agent for service of process; or  (C) Has an agent for service of process that cannot with reasonable diligence be served.
AR Code § 4-32-1206 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1206. Merger

 (a) A limited liability company may merge with one (1) or more other constituent organizations under this section and §§ 4-32-1207 — 4-32-1209 and a plan of merger, if:  (1) The governing statute of each of the other organizations authorizes the merger;  (2) The merger is not prohibited by the law of a jurisdiction that enacted any of the governing statutes; and  (3) Each of the other organizations complies with its governing statute in effecting the merger.    (b) A plan of merger shall be in a record and shall include:  (1) The name and form of each constituent organization;  (2) The name and form of the surviving organization;  (3) The terms and conditions of the merger, including the manner and basis for converting the interests in each constituent organization into any combination of money, interests in the surviving organization, and other consideration; and  (4) Any amendments to be made by the merger to the surviving organization's organizational documents.
AR Code § 4-32-1207 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1207. Action on plan of merger by constituent limited liability company

 (a) Unless otherwise provided in writing in an operating agreement, a plan of merger must be consented to by more than one-half (1/2) by number of the members of a constituent limited liability company.  (b) Subject to any contractual rights, until articles of merger are filed under § 4-32-1208 a constituent limited liability company may amend the plan or abandon the planned merger:  (1) As provided in the plan; and  (2) Except as prohibited by the plan, with the same consent required to approve the plan.
AR Code § 4-32-1208 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 32 - Small Business Entity Tax Pass Through Act|Subchapter 12 - Conversion and Merger|§ 4-32-1208. Filings required for merger — Effective date

 (a) After each constituent organization has approved a merger, articles of merger must be signed by an authorized representative of each constituent organization and filed with the Secretary of State.  (b) The articles of merger shall include:  (1) The name and form of each constituent organization and the jurisdiction of its governing statute;  (2) The name and form of the surviving organization and the jurisdiction of its governing statute;  (3) The date the merger is effective under the governing statute of the surviving organization;  (4) Any amendments provided for in the plan of merger for the organizational document of the surviving organization;  (5) A statement as to each constituent organization that the merger was approved as required by the organization's governing statute;  (6) A statement confirming that the surviving organization has filed a statement appointing an agent for service of process under § 4-20-112 if the surviving organization is a foreign organization not authorized to transact business in this state;  (7) Either:  (A) A copy of the plan of merger; or  (B) A statement that:  (i) Contains the address of an office of the surviving organization where the plan of merger is on file; and  (ii) A copy of the plan of merger will be furnished by the surviving organization on request and without cost to any shareholder, member, partner, or other owner of any constituent organization; and      (8) Any additional information required by the governing statute of any constituent organization.    (c) A merger becomes effective under this subchapter:  (1) If the surviving organization is a limited liability company, upon the later of:  (A) Compliance with subsection (a) of this section; or  (B) The date specified in the articles of merger; or    (2) If the surviving organization is not a limited liability company, as provided by the governing statute of the surviving organization.