Ark. Code Ann. § 4-37-108: Rules for applying Uniform Limited Liability Company Act to specified provisions of chapter

(a) Except as otherwise provided in subsection (b) and § 4-37-107 , the following rules apply in applying § 4-37-106 , § 4-37-304(c) and § 4-37-304(f) , § 4-37-501(4)(A) , § 4-37-502(a) , and § 4-37-503(2) : (1) a protected series of a series limited liability company is deemed to be a limited liability company that is formed separately from the series limited liability company and is distinct from the series limited liability company and any other protected series of the series limited liability company. (2) an associated member of the protected series is deemed to be a member of the company deemed to exist under subdivision (a)(1). (3) a protected-series transferee of the protected series is deemed to be a transferee of the company deemed to exist under subdivision (a)(1). (4) a protected-series transferable interest of the protected series is deemed to be a transferable interest of the company deemed to exist under subdivision (a)(1). (5) a protected-series manager is deemed to be a manager of the company deemed to exist under subdivision (a)(1). (6) an asset of the protected series is deemed to be an asset of the company deemed to exist under subdivision (a)(1), whether or not the asset is an associated asset of the protected series. (7) any creditor or other obligee of the protected series is deemed to be a creditor or obligee of the company deemed to exist under subdivision (a)(1). (b) Subsection (a) does not apply if its application would: (1) contravene § 4-38-408 ; or (2) authorize or require the Secretary of State to: (A) accept for filing a type of record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires a person to deliver to the Secretary of State for filing; or (B) make or deliver a record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires the Secretary of State to make or deliver. Amended by Act 2021, No. 1041,§ 9, eff. 7/28/2021. Added by Act 2019, No. 665,§ 1, eff. 7/24/2019.

(a) Except as otherwise provided in subsection (b) and § 4-37-107 , the following rules apply in applying § 4-37-106 , § 4-37-304(c) and § 4-37-304(f) , § 4-37-501(4)(A) , § 4-37-502(a) , and § 4-37-503(2) : (1) a protected series of a series limited liability company is deemed to be a limited liability company that is formed separately from the series limited liability company and is distinct from the series limited liability company and any other protected series of the series limited liability company. (2) an associated member of the protected series is deemed to be a member of the company deemed to exist under subdivision (a)(1). (3) a protected-series transferee of the protected series is deemed to be a transferee of the company deemed to exist under subdivision (a)(1). (4) a protected-series transferable interest of the protected series is deemed to be a transferable interest of the company deemed to exist under subdivision (a)(1). (5) a protected-series manager is deemed to be a manager of the company deemed to exist under subdivision (a)(1). (6) an asset of the protected series is deemed to be an asset of the company deemed to exist under subdivision (a)(1), whether or not the asset is an associated asset of the protected series. (7) any creditor or other obligee of the protected series is deemed to be a creditor or obligee of the company deemed to exist under subdivision (a)(1).

(1) a protected series of a series limited liability company is deemed to be a limited liability company that is formed separately from the series limited liability company and is distinct from the series limited liability company and any other protected series of the series limited liability company.

(2) an associated member of the protected series is deemed to be a member of the company deemed to exist under subdivision (a)(1).

limited liability company is deemed to be a limited liability company that is formed separately from the series limited liability company and is distinct from the series limited liability company and any other protected series of the series limited liability company.

(2) an associated member of the protected series is deemed to be a member of the company deemed to exist under subdivision (a)(1).

(3) a protected-series transferee of the protected series is deemed to be a transferee of the company deemed to exist under subdivision (a)(1).

(4) a protected-series transferable interest of the protected series is deemed to be a transferable interest of the company deemed to exist under subdivision (a)(1).

(5) a protected-series manager is deemed to be a manager of the company deemed to exist under subdivision (a)(1).

(6) an asset of the protected series is deemed to be an asset of the company deemed to exist under subdivision (a)(1), whether or not the asset is an associated asset of the protected series.

(7) any creditor or other obligee of the protected series is deemed to be a creditor or obligee of the company deemed to exist under subdivision (a)(1).

(b) Subsection (a) does not apply if its application would: (1) contravene § 4-38-408 ; or (2) authorize or require the Secretary of State to: (A) accept for filing a type of record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires a person to deliver to the Secretary of State for filing; or (B) make or deliver a record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires the Secretary of State to make or deliver.

(1) contravene § 4-38-408 ; or

(2) authorize or require the Secretary of State to: (A) accept for filing a type of record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires a person to deliver to the Secretary of State for filing; or (B) make or deliver a record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires the Secretary of State to make or deliver.

(A) accept for filing a type of record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires a person to deliver to the Secretary of State for filing; or

(B) make or deliver a record that neither this chapter nor the Uniform Limited Liability Company Act, § 4-38-101 et seq., authorizes or requires the Secretary of State to make or deliver.