reglab/housing_qa huggingface dataset:
UT Code § 48-3a-1204 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 12 - Series Limited Liability Companies|Section 1204 - Series related provisions in operating agreement.

48-3a-1204. Series related provisions in operating agreement.    (1) An operating agreement may provide for classes or groups of members or managers associated with a series having such relative rights, powers, and duties as the operating agreement may provide.     (2) The operating agreement may provide for the future creation of additional classes or groups of members or managers associated with the series having such relative rights, powers, and duties as may from time to time be established, including rights, powers, and duties senior to existing classes and groups of members or managers associated with the series.     (3) An operating agreement may provide for the taking of an action, including the amendment of the operating agreement, without the vote or approval of any member or manager or class or group of members or managers, including all action to create under the provisions of the operating agreement a class or group of the series of membership interests that was not previously outstanding.     (4) An operating agreement may provide that any member or class or group of members associated with a series does not have voting rights.     (5) An operating agreement may grant to all or certain identified members or managers or a specified class or group of the members or managers associated with a series the right to vote on any matter separately or with all or any class or group of the members or managers associated with the series. Voting by members or managers associated with a series may be on any basis including:   (a) a per capita basis;     (b) a number basis;     (c) on the basis of a financial interest; or     (d) by class or group.      Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1207 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 12 - Series Limited Liability Companies|Section 1207 - Events causing dissociation from a series.

48-3a-1207. Events causing dissociation from a series.    (1) Unless otherwise provided in the operating agreement, a member ceases to be associated with a series and to have the power to exercise a right or power of a member with respect to the series upon the assignment of all of the member's transferable interest in the limited liability company with respect to the series.     (2) Unless otherwise provided in an operating agreement, an event under this chapter or the operating agreement that causes a member to cease to be associated with a series does not, by itself:   (a) cause the member to cease to be associated with another series;     (b) terminate the continued membership of a member in the limited liability company; or     (c) cause the termination of the series, regardless of whether the member is the last remaining member associated with the series.      Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1208 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 12 - Series Limited Liability Companies|Section 1208 - Dissolution of a series.

48-3a-1208. Dissolution of a series.    (1) Except to the extent otherwise provided in the operating agreement, a series may be dissolved and its affairs wound up without causing the dissolution of the limited liability company.     (2) The dissolution of a series does not affect the limitation on liabilities of the series under Section 48-3a-1201.     (3) A series is dissolved and its affairs shall be wound up upon the dissolution of the limited liability company under Section 48-3a-701 or upon the occurrence of any of the events described in Section 48-3a-701, as applied to the series.     (4) Notwithstanding Section 48-3a-703, unless otherwise provided in the operating agreement, any of the following persons may wind up the affairs of a dissolved series:   (a) a manager associated with a series who has not wrongfully caused the dissolution of the series;     (b) if there is no manager that satisfies the requirements of Subsection (4)(a), the members associated with the series who have not wrongfully caused the dissolution of the series or a person approved by the members associated with the series who have not wrongfully caused the dissolution of the series; or     (c) if there is more than one class or group of members associated with the series, then by each class or group of members associated with the series, in either case, by members who have not wrongfully caused the dissolution of the series, and either:   (i) own more than 50% of the transferable interests of the series owned by members associated with the series who have not wrongfully caused the dissolution of the series; or     (ii) own more than 50% of the transferable interests of each class or group associated with the series owned by members associated with the series who have not wrongfully caused the dissolution of the series.         (5) The persons winding up the affairs of a series, in the name of the series and for and on behalf of the series, may take all actions with respect to the series as are permitted under Section 48-3a-703 for a limited liability company. The persons winding up the affairs of a series shall provide for the claims and obligations of the series as provided in Section 48-3a-711 for a limited liability company and distribute the assets of the series as provided in Section 48-3a-711 for a limited liability company. An action taken pursuant to this Subsection (5) may not affect the liability of a member and may not impose liability on a liquidating trustee.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1209 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 12 - Series Limited Liability Companies|Section 1209 - Foreign limited liability company -- Series.

48-3a-1209. Foreign limited liability company -- Series.  A foreign limited liability company that is registered to do business in this state that is governed by an operating agreement that establishes or provides for the establishment of a series of transferable interests having separate rights, powers, or duties with respect to specified property or obligations of the foreign limited liability company, or profits and losses associated with the specified property or obligations, shall indicate that fact on the foreign registration statement filed by the division. In addition, the foreign limited liability company shall state on the foreign registration statement whether the debts, liabilities, and obligations incurred, contracted for, or otherwise existing with respect to a particular series, if any, are enforceable against the assets of such series only, and not against the assets of the foreign limited liability company generally or any other series. Notice in a foreign limited liability company's foreign registration statement of the limitation on liability of a series as referenced in this section shall have the same effect found in Section 48-3a-1202 as a notice of limitation on liability of a series set forth in a limited liability company's certificate of organization.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1301 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 13 - Low-Profit Limited Liability Companies|Section 1301 - Application of this part.

48-3a-1301. Application of this part.  If a conflict arises between this part and another provision of this chapter, this part controls.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1302 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 13 - Low-Profit Limited Liability Companies|Section 1302 - Requirements.

48-3a-1302. Requirements.    (1) To be a low-profit limited liability company, a limited liability company shall:   (a) contain in its name the abbreviation "L3C" or "l3c";     (b) state in its certificate of organization that it is a low-profit limited liability company;     (c) organize under this chapter; and     (d) be organized for a business purpose that satisfies, and at all times operates to satisfy each of the requirements under Subsection (2).       (2) A low-profit limited liability company:   (a) shall significantly further the accomplishment of one or more charitable or educational purposes within the meaning of Section 170(c)(2)(B), Internal Revenue Code;     (b) shall demonstrate that it would not be formed but for the limited liability company's relationship to the accomplishment of a charitable or educational purpose;     (c) subject to Subsection (3), may not have as a significant purpose the production of income or the appreciation of property; and     (d) may not have as a purpose to accomplish one or more political or legislative purposes within the meaning of Section 170(c)(2)(D), Internal Revenue Code.       (3) Notwithstanding Subsection (2), if a low-profit limited liability company produces significant income or capital appreciation, in the absence of other factors, the fact that the low-profit limited liability company produces significant income or capital appreciation is not conclusive evidence of a significant purpose involving the production of income or the appreciation of property.    Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1303 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 13 - Low-Profit Limited Liability Companies|Section 1303 - Ceasing to be a low-profit limited liability company.

48-3a-1303. Ceasing to be a low-profit limited liability company.    (1) If a limited liability company that is a low-profit limited liability company at its formation at any time ceases to meet a requirement to be a low-profit limited liability company under Section 48-3a-1302, the limited liability company:   (a) ceases to be a low-profit limited liability company on the day on which the limited liability company no longer meets the requirement; and     (b) if it continues to meet the requirements of this chapter to be a limited liability company, continues to exist as a limited liability company that is not a low-profit limited liability company.       (2) A low-profit limited liability company's failure to meet a requirement of Section 48-3a-1302 may be:   (a) voluntary, in order to convert to a limited liability company that is not a low-profit limited liability company; or     (b) involuntary.       (3) If a low-profit limited liability company ceases to be a low-profit limited liability company in accordance with this section, the limited liability company shall:   (a) change its name to conform with Section 48-3a-108; and     (b) amend its certificate of organization in accordance with Section 48-3a-202.      Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1304 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 13 - Low-Profit Limited Liability Companies|Section 1304 - Merger, interest exchange, conversion, or domestication of a low-profit limited liability company.

48-3a-1304. Merger, interest exchange, conversion, or domestication of a low-profit limited liability company.  A low-profit limited liability company may engage in a merger, interest exchange, conversion, or domestication under Part 10, Merger, Interest Exchange, Conversion, and Domestication, to the same extent as a limited liability company that is not a low-profit limited liability company.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1401 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 14 - Miscellaneous Provisions|Section 1401 - Uniformity of application and construction.

48-3a-1401. Uniformity of application and construction.  In applying and construing this chapter, consideration must be given to the need to promote uniformity of the law with respect to its subject matter among states that enact the uniform act upon which this chapter is based.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1402 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 14 - Miscellaneous Provisions|Section 1402 - Severability clause.

48-3a-1402. Severability clause.  If any provision of this chapter or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions or applications of this chapter which can be given effect without the invalid provision or application, and to this end the provisions of this chapter are severable.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1403 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 14 - Miscellaneous Provisions|Section 1403 - Relation to Electronic Signatures in Global and National Commerce Act.

48-3a-1403. Relation to Electronic Signatures in Global and National Commerce Act.  This chapter modifies, limits, and supersedes the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Sec. 7001 et seq., but does not modify, limit, or supersede Section 101(c) of that act, 15 U.S.C. Sec. 7001(c), or authorize electronic delivery of any of the notices described in Section 103(b) of that act, 15 U.S.C. Sec. 7003(b).  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1404 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 14 - Miscellaneous Provisions|Section 1404 - Savings clause.

48-3a-1404. Savings clause.  This chapter does not affect an action commenced, proceeding brought, or right accrued before this chapter takes effect.  Enacted by Chapter 412, 2013 General Session
UT Code § 48-3a-1405 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 3a - Utah Revised Uniform Limited Liability Company Act|Part 14 - Miscellaneous Provisions|Section 1405 - Application to existing relationships.

48-3a-1405. Application to existing relationships.    (1) Before January 1, 2016, this chapter governs only:   (a) a limited liability company formed on or after January 1, 2014; and     (b) except as otherwise provided in Subsection (3), a limited liability company formed before January 1, 2014, which elects, in the manner provided in its operating agreement or by law for amending the operating agreement, to be subject to this chapter.       (2) Except as otherwise provided in Subsection (3), on and after January 1, 2016, this chapter governs all limited liability companies.     (3) For the purposes of applying this chapter to a limited liability company formed before January 1, 2014:   (a) the limited liability company's articles of organization are deemed to be the limited liability company's certificate of organization;     (b) for the purposes of applying Subsection 48-3a-102(15) and subject to Subsection 48-3a-114(4), language in the limited liability company's articles of organization designating the limited liability company's management structure operates as if that language were in the operating agreement; and     (c) the limited liability company has perpetual duration unless otherwise stated in the limited liability company's articles of organization.      Enacted by Chapter 412, 2013 General Session
UT Code § 48-4-101 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 4 - Benefit Limited Liability Company Act|Part 1 - General Provisions|Section 101 - Title.

 Effective 5/8/2018  48-4-101. Title.  This chapter is known as the "Benefit Limited Liability Company Act." Enacted by Chapter 201, 2018 General Session
UT Code § 48-4-102 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 4 - Benefit Limited Liability Company Act|Part 1 - General Provisions|Section 102 - Application and effect of chapter.

 Effective 5/14/2019  48-4-102. Application and effect of chapter.    (1) This chapter applies to a benefit company organized under this chapter.     (2)   (a) The existence of a provision in this chapter does not itself create an implication that a contrary or different rule of law is applicable to a limited liability company that is not a benefit company.     (b) This chapter does not affect a statute or rule of law that is applicable to a limited liability company that is not a benefit company.       (3)   (a) Except as otherwise provided in this chapter, Title 48, Chapter 3a, Utah Revised Uniform Limited Liability Company Act, applies to a benefit company.     (b) The provisions of this chapter control over any inconsistent provision of Title 48, Chapter 3a, Utah Revised Uniform Limited Liability Company Act.       (4) The operating agreement of a benefit company may not limit, be inconsistent with, or supersede a provision of this chapter.    Amended by Chapter 136, 2019 General Session
UT Code § 48-4-104 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 4 - Benefit Limited Liability Company Act|Part 1 - General Provisions|Section 104 - Benefit company status.

 Effective 5/8/2018  48-4-104. Benefit company status.    (1) A person may form a benefit company in accordance with Title 48, Chapter 3a, Utah Revised Uniform Limited Liability Company Act, except the certificate of organization shall state that the limited liability company is a benefit company.     (2)   (a) A limited liability company may elect to become a benefit company by amending, in accordance with Section 48-3a-202, the limited liability company's certificate of organization to contain a statement that the limited liability company is a benefit company.     (b) An amendment described in Subsection (2)(a) is not effective unless the amendment is adopted by at least the minimum status vote.       (3) If an entity that is not a benefit company is a party to a merger or is the exchanging entity in an interest exchange, and the surviving entity in the merger or interest exchange is a benefit company, the merger or interest exchange is not effective unless the merger or interest exchange is adopted by the entity by at least the minimum status vote.     (4)   (a) A benefit company may terminate the benefit company's status as a benefit company and cease to be subject to this chapter by amending the benefit company's certificate of organization in accordance with Section 48-3a-202 to delete the provision described in Subsection (1) or (2) that states that the limited liability company is a benefit company.     (b) An amendment described in Subsection (4)(a) is not effective unless the amendment is adopted by at least the minimum status vote.       (5)   (a) If a proposed merger or interest exchange would have the effect of terminating a benefit company's status as a benefit company, the merger or interest exchange is not effective unless the merger or interest exchange is adopted by at least the minimum status vote.     (b) Unless the transaction is in the usual and regular course of the benefit company's business, a sale, lease, exchange, or other disposition of all or substantially all of the assets of a benefit company is not effective unless the transaction is approved by at least the minimum status vote.      Enacted by Chapter 201, 2018 General Session
UT Code § 48-4-105 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 4 - Benefit Limited Liability Company Act|Part 1 - General Provisions|Section 105 - Benefit company name.

 Effective 5/8/2018  48-4-105. Benefit company name.    (1) The name of a benefit company may contain the words "benefit limited liability company," "benefit limited company," or "benefit company" or the abbreviation "B.L.L.C.," "BLLC," "B.L.C.," or "BLC." "Limited" may be abbreviated as "Ltd.," and "company" may be abbreviated as "Co."     (2) A benefit company that complies with Subsection (1) satisfies the requirement described in Subsection 48-3a-108(1).    Enacted by Chapter 201, 2018 General Session
UT Code § 48-4-201 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 4 - Benefit Limited Liability Company Act|Part 2 - Company Purposes|Section 201 - Company purpose.

 Effective 5/8/2018  48-4-201. Company purpose.    (1) In addition to the benefit company's purpose under Section 48-3a-104, a benefit company shall have a purpose of creating general public benefit.     (2)   (a) A benefit company's certificate of organization may identify one or more specific public benefits that are the purposes of the benefit company to create.     (b) Identifying a specific public benefit in accordance with Subsection (2)(a) does not affect a benefit company's obligation to create general public benefit in accordance with Subsection (1).       (3) The creation of general public benefit and one or more specific public benefits is in the best interests of the benefit company.     (4)   (a) A benefit company may amend the benefit company's certificate or organization to add, amend, or delete a specific public benefit.     (b) An amendment described in Subsection (4)(a) is not effective unless adopted by at least the minimum status vote.      Enacted by Chapter 201, 2018 General Session
UT Code § 48-4-301 (2021)
2021 Utah Code|Title 48 - Unincorporated Business Entity Act|Chapter 4 - Benefit Limited Liability Company Act|Part 3 - Accountability|Section 301 - Standard of conduct for members.

 Effective 5/14/2019  48-4-301. Standard of conduct for members.    (1) When discharging a duty under this chapter, each member of a member-managed benefit company:   (a) shall consider the effect of any action or inaction on:   (i) the members of the benefit company;     (ii) the employees and workforce of the benefit company;     (iii) the interests of customers as beneficiaries of the benefit company's general public benefit purpose or specific public benefit purpose;     (iv) community and societal considerations, including those of each community in which offices or facilities of the benefit company or the benefit company's subsidiaries or suppliers are located;     (v) the local and global environment;     (vi) the short-term and long-term interests of the benefit company, including benefits that may accrue to the benefit company from the benefit company's long-term plans and the possibility that the interests may be best served by the continued independence of the benefit company; and     (vii) the ability of the benefit company to accomplish the benefit company's general public benefit purpose and any specific public benefit purpose; and       (b) may consider other pertinent factors or the interests of any other group that the member considers appropriate.       (2) A member is not required to prioritize the interests of a person or factor described in Subsection (1)(a) or (b) over the interests of any other person or factor, unless the benefit company's certificate of organization states an intention to give priority to certain interests related to the benefit company's accomplishment of the benefit company's general public benefit purpose or a specific public benefit purpose identified in the benefit company's certificate of organization.     (3) A member's consideration of interests and factors in accordance with Subsections (1) and (2) does not constitute a violation of Section 48-3a-409.     (4) A member of a member-managed limited liability company that is a benefit company does not have a duty to a person who is a beneficiary of the benefit company's general public benefit purpose or a specific public benefit purpose arising from the person's status as a beneficiary.    Amended by Chapter 136, 2019 General Session