Secretary Of State Operating Agreement

You will find the legal filing requirements in the California Corporations Code Section 17702.01. All legal references below relate to the California Corporations code, unless otherwise stated. You cannot convert an entity to LLP. Instead, you can turn your business into a partnership (either a general partnership or a limited partnership (LP) and the partnership can complete the registration steps as LLP. If you submit conversion documents in which the type of converted entity is referred to as „LLP,“ the Secretary of State rejects the documents and invites you to indicate whether the type of converted entity is an LP or a general partnership. The founding act may also include a provision that the board of directors and senior executives of the for-profit corporation may take into account all the social purposes specified in the constitution in the performance of the duties of directors or senior managers. In order to determine the scope and circumstances in which a public servant or director of a for-profit corporation should consider social objectives, please refer to Chapter 21 of the Code, in particular sections 21.101 and 21.401, as amended by SB 849. If you have questions for social purposes, you should connect with your lawyer. The Secretary of State`s office cannot advise you on law or business. In accordance with the provisions of sections 31.005 and 181.004 (a) of the Texas Finance Code, the name of a national or foreign unit prohibits the content of certain words in its title. The Commissioner responsible for both cases has the power to issue a letter without opposition to the use of these words or terms. Receiving the Commissioner`s letter will allow the applicant to file certain notifications with the Secretary of State.

NOTE: If you create a Minnesota limited liability company that will be a „professional business,“ an additional language will be required in your articles. A professional company must indicate that the company chooses to operate under section 319B.01 to 319B.12 or that the company decides to operate and is subject to the Minnesota Firms Act. The company must provide a list of professional services that the company is authorized to provide. The Secretary of State is not in a position to determine which unit would be best for an individual situation. A private lawyer can help. Out-of-State: Senate Bill 859 made no changes to Section 152.901 of the BOC, which provides for the registration of non-governmental LLPs. Registration of an extra-government LLP for transactions in Texas takes one year, but can be extended before expiring for an additional one year. See Form 308 (Word, PDF). The Texas Business Organization (BOC) code does not recognize the term „unprofitable LLC“ as a description of a particular type of business, but the BOC authorizes the creation of a non-profit LLC. Although a for-profit corporation is prohibited from „operating a non-profit organization“ (BOC 2.008), the BOC is not prohibited from prohibiting them.