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Appendices · Appendix A

Fifty-State Statutory Survey

Lighthouse on Limited Liability Companies · ¶ A01 to ¶ A70 · 8 sections

A01

Introduction and Method

Purpose. This appendix surveys the limited liability company statutes of the fifty states and the District of Columbia on the points that most often decide a planning question: which act governs and on what model it was drawn, whether the act authorizes series or protected series, how far a member's creditor may reach the member's interest, on what grounds a court may dissolve the company and how far the operating agreement may modify fiduciary duties, and what the company must file and pay each year to remain in good standing. The chapters analyze these rules; this appendix states them jurisdiction by jurisdiction so that the reader can locate the governing provision quickly.

The five surveys.

SurveyWhat it recordsTextChapters
Table A-1Act, citation and uniform-act basis¶ A10chs. 1, 2
Table A-2Series and protected series¶ A20ch. 10
Table A-3Charging orders, foreclosure and the single-member company¶ A30chs. 27, 55
Table A-4Judicial dissolution and modification of fiduciary duties (selected states)¶ A40chs. 3, 21, 22, 32
Table A-5Annual or biennial reports, fees and entity-level charges¶ A50chs. 6, 46

Sources and as-of date. The entries are current through November 2026 as verified. They were compiled from the official codes and session laws of each jurisdiction where those could be read, from the official websites of the secretaries of state and revenue departments for fees, and from the research notes prepared for the chapters cited in each table. The charging-order survey in Table A-3 was compiled from the official codes in November 2026 for the companion volume, Lighthouse on Asset Protection, and is reproduced here with the LLC-specific notes this volume requires. Where an entry could not be confirmed from a primary source, the cell says "Not verified" and no figure is given. Fee amounts change by statute and by administrative action, often on July 1 or January 1, and every entry should be checked against the current statute or fee schedule before it is relied upon.

How to read the tables. "Uniform (2013)" means an enactment of the Uniform Limited Liability Company Act (2006) (Last Amended 2013), which this volume calls the uniform act or RULLCA (see supra ¶ 230). "Uniform (2006)" means an enactment that follows the 2006 numbering. "RULLCA-based" means a statute drawn from the uniform act with substantial state departures. "ULLCA (1996)" means the original uniform act. "Non-uniform" means a statute drawn on the Delaware model, on the prototype acts of the early 1990s or on the state's own design. Section references in a row are to the act cited in Table A-1 for that jurisdiction unless the cell gives another title. "None" in a column of Table A-5 means that the state imposes no such filing or charge.

Default management. Every act surveyed makes the company member-managed unless the certificate or the operating agreement provides otherwise, and every act permits management by one or more managers. North Dakota's act also recognizes a board-managed company governed by a board of governors, a structure carried over from its earlier statute (N.D. Cent. Code § 10-32.1-02). The table does not repeat this point state by state (see supra ch. 17).

End of the free overview

The rest of Appendix A is for subscribers.

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The sections that follow

  1. A10 The Statutes
  2. A20 Series and Protected Series
  3. A30 Charging Orders and Creditor Remedies
  4. A40 Judicial Dissolution and Modification of Fiduciary Duties
  5. A50 Annual Reports, Fees and Entity-Level Charges
  6. A60 Notes on Selected States
  7. A70 Territories

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