Code of Massachusetts Regulations › 950 CMR - OFFICE OF THE SECRETARY OF THE COMMONWEALTH › Title 950 CMR 112.00 - Limited Liability Companies › Section 112.02 - Definitions

Current through Register 1525, July 5, 2024
For the purposes of
				950
				CMR 112.00, the following words and abbreviations
				shall, unless the context otherwise indicates, have the following
				meanings:
Authorized Person
means a manager or
				any person designated in the certificate of organization, any amendments
				thereto, or the most recent annual report as authorized to execute documents to
				be filed with the Division. If the LLC has not been formed, authorized person
				means the person forming the LLC, or, if the LLC is in the hands of a receiver,
				trustee or other court-appointed fiduciary, such receiver, trustee or
				fiduciary.
Foreign Entity
means an entity formed
				under a law other than the laws of the Commonwealth, including without
				limitation, any state, country or jurisdiction. For purposes of
				950
				CMR 112.00, the term foreign entity includes limited
				partnerships, limited liability companies, business trusts and corporations,
				including business, professional and nonprofit corporations.
Foreign Limited Liability Company
means a limited liability company formed under a law other than that of the
				Commonwealth, including without limitation, any state, country or jurisdiction,
				and denominated as such under the laws of such state, foreign country or other
				foreign jurisdiction.
Limited Liability Company and Domestic Limited
				Liability Company
means an unincorporated organization having one
				more members and formed pursuant to M.G.L. c. 156C.
Manager
means a person designated in
				the operating agreement or otherwise of a manager-managed limited liability
				company that is responsible alone or in concert with other managers for the
				management and conduct of the activities of the company.
Other Business Entity
means a
				corporation to which M.G.L. c. 156D, Part 17, § 17.01 applies, a
				professional corporation and a foreign professional corporation each as defined
				in M.G.L. c. 156A, § 2, a foreign corporation as defined in M.G.L. c.
				156B, § 1.40, an association or a trust as defined in M.G.L. c. 182,
				§ 1 that has filed a copy of its declaration of trust with the Division, a
				partnership whether general or limited and whether domestic or foreign, as
				defined respectively in M.G.L. c.108A, § 6 and M.G.L. c. 109, § 1 and
				a foreign limited liability company as defined in 950 CMR 112.02.
Person
means a natural person,
				partnership, whether general or limited and whether domestic or foreign,
				limited liability company, foreign limited liability company, trust, estate,
				association, corporation, custodian, nominee or any other individual or entity
				in its own or any representative capacity.
Personal Information
means any
				information concerning an individual not required by law or regulation to be
				included in a document. Examples of such information include social security
				number, driver's license number and date of birth. It may include residential
				address if such is not required by law.
Professional Service
means the service
				performed by registered physicians and surgeons, chiropractors, podiatrists,
				engineers, electrologists, physical therapists, psychologists, certified public
				accountants, dentists, veterinarians, optometrists, acupuncturists and
				registered nurses, so long as the foregoing are licensed under the provisions
				of M.G.L. c. 112; and by attorneys at law admitted to practice in the courts of
				the commonwealth under M.G.L. c. 111; and any other type of service which may
				be rendered only pursuant to a license under the laws of the
				commonwealth.
Records
means the records required to
				be maintained by a limited liability company pursuant to M.G.L. c. 156C, §
				9.
Singular and Plural Forms
-singular
				nouns shall include plural nouns and plural nouns shall include the singular
				unless the context otherwise requires.