Bill Summary for S 439 (2013-2014)

Summary date: 

Apr 24 2013

Bill Information:

View NCGA Bill Details2013-2014 Session
Senate Bill 439 (Public) Filed Tuesday, March 26, 2013
A BILL TO BE ENTITLED AN ACT TO AMEND AND RESTATE THE NORTH CAROLINA LIMITED LIABILITY COMPANY ACT AND TO MAKE OTHER CONFORMING CHANGES.
Intro. by Clodfelter, Barringer, Brunstetter.

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Bill summary

Senate committee substitute makes the following changes to the 1st edition.

Amends GS 57D-2-30(c), providing that oral or implied  provisions in the operating agreement cannot supplant or nullify any contrary or inconsistent written provisions in the operating agreement to the detriment of the rights of persons who are not parties to the operating agreement.  Amends GS 57D-2-30, making conforming changes.

Enacts new GS 57D-2-30(d), setting out the priority between conflicting operating agreements or documents filed with the Secretary of State (Secretary), providing that an operating agreement prevails as to parties to the operating agreement and company officials but that a document filed with the Secretary will prevail as to persons not party to the operating agreement to the extent they reasonably rely on the filed document.

Amends GS 57D-5-03(b), providing that the priority among multiple charging orders would be determined by the date of service of the charging order upon the LLC, except that a charging order in favor of a judgment creditor which has been previously issued for garnishment to the LLC would relate back to the original date of the service of garnishment process.

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