35-8-102. Definitions. As used in this chapter, unless the context requires otherwise, the following definitions apply:
     (1) "Articles of organization" means articles filed pursuant to 35-8-201 and those articles as amended or restated.
     (2) "Corporation" means a corporation formed under the laws of this state or a foreign corporation.
     (3) "Court" includes every court having jurisdiction in the case.
     (4) "Disqualified person" means any person or entity that for any reason is or becomes ineligible under this chapter to become a member in a professional limited liability company.
     (5) "Event of dissociation" means an event that causes a person to cease to be a member, as provided in 35-8-802.
     (6) "Foreign corporation" means a corporation that is organized under the laws of a state other than Montana or under the laws of any foreign country.
     (7) "Foreign limited liability company" means an entity that is:
     (a) an unincorporated association;
     (b) organized under laws of a state other than Montana or under the laws of any foreign country;
     (c) organized under a statute pursuant to which an association may be formed that affords to each of its members limited liability with respect to the liabilities of the entity; and
     (d) not required to be registered or organized under any statute of this state other than this chapter.
     (8) "Foreign limited partnership" means a limited partnership formed under the laws of any state other than Montana or under the laws of any foreign country.
     (9) "Foreign professional limited liability company" means a limited liability company organized for the purpose of rendering professional services under the laws of any state other than Montana.
     (10) "Licensing authority" means an officer, board, agency, court, or other authority in this state that has the power to issue a license or other legal authorization to render a professional service.
     (11) "Limited liability company" or "domestic limited liability company" means an organization that is formed under this chapter.
     (12) "Limited liability company interest" or "interest in the limited liability company" means the interest that can be assigned under 35-8-704 and that is available to creditors under 35-8-705.
     (13) "Limited partnership" means a limited partnership formed under the laws of this state or a foreign limited partnership.
     (14) "Manager" means, with respect to a limited liability company that has set forth in its articles of organization that it is to be managed by managers, the person designated in accordance with 35-8-302.
     (15) "Member" means a person who has been admitted to membership in a limited liability company as provided in 35-8-801 and who has not dissociated from the limited liability company.
     (16) "Operating agreement" means an agreement, written or oral, as to the conduct of the business and affairs of a limited liability company that is binding upon all of the members.
     (17) "Person" means an individual, a general partnership, a limited partnership, a domestic or foreign limited liability company, a trust, an estate, an association, a corporation, or any other legal or commercial entity.
     (18) "Professional limited liability company" means a limited liability company designating itself as a professional limited liability company in its articles of organization.
     (19) "Professional service" means a service that may lawfully be rendered only by persons licensed under a licensing law of this state and that may not be lawfully rendered by a limited liability company that is not a professional limited liability company.
     (20) "Qualified person" means a natural person, limited liability company, general partnership, or professional corporation eligible under this chapter to own shares issued by a professional limited liability company.
     (21) "State" means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico.
     (22) "Surviving limited liability company" means the constituent entity surviving the merger, as identified in the articles of merger provided for in 35-8-1201.

     History: En. Sec. 2, Ch. 120, L. 1993.