Ohio Revised Limited Liability Company Act
1706.01Limited liability company definitions.1706.02The Revised Limited Liability Company Act.1706.03Knowledge and notification of facts.1706.04Separate legal entity.1706.05Scope of authority of limited liability company.1706.06Interpretation and application of Revised Limited Liability Company Act.1706.061Authority of state law over limited liability companies.1706.07Naming of limited liability company.1706.08Limited liability company operating agreements.1706.081Enforcement of operating agreements.1706.082Operating agreement amendment, provision of rights, obligations.1706.09Legal agents of limited liability companies.1706.16Articles of organization.1706.161Amendments to articles of organization.1706.17Filed records of a limited liability company to be signed.1706.171Incomplete or undelivered records.1706.172Records requirements.1706.173Certificates of correction.1706.174Incorrect or inaccurate records - penalty.1706.175Certificate of full force and effect; foreign limited liability company certificate of registration.1706.18Binding of limited liability company.1706.19Statement of authority, amendments and cancellation, certificate of dissolution.1706.20Statement of denial.1706.26Liabilities of limited liability company members.1706.27Admission as a member of a limited liability company.1706.28Contributions of members of a limited liability company.1706.281Obligation to make a contribution.1706.29Distributions of limited liability company.1706.30Direction and oversight of a limited liability company.1706.31Duties of a member to a limited liability company and other members.1706.311Duties of a manager to a limited liability company and its members.1706.32Indemnification, advancement, reimbursement, and insurance.1706.33Right of members and dissociated members to records.1706.331Reliance on reports and information.1706.332Power of personal representative of deceased member.1706.34Member's membership interest is personal property and assignable.1706.341Assignment of limited liability company interest.1706.342Charging order relating to judgments.1706.41Wrongful dissociation.1706.411Circumstances causing dissociation.1706.412Effect of dissociation.1706.46Cancellation and reinstatement.1706.461Appeals.1706.47Dissolution.1706.471Effect of dissolution.1706.472Winding up of limited liability company activities.1706.473Claims against dissolved limited liability company.1706.474Publication of dissolution.1706.475Winding up payment to creditors and distribution of surplus.1706.51Foreign limited liability company governing law.1706.511Foreign limited liability company registration.1706.512Actions not constituting transacting business in Ohio.1706.513Complying name for registration.1706.514Cancellation of registration with Secretary of State.1706.515Collection of debts without registration prohibited.1706.61Right of derivative action.1706.611Member standing for derivative action.1706.612Written demand requirement.1706.613Stay of derivative action.1706.614Dismissal of derivative action.1706.615Discontinuance or settlement.1706.616Payment of expenses.1706.617Jurisdiction of derivative action proceedings.1706.62Member suit against other members.1706.71Merger authority, conditions, and conversion of ownership interests.1706.711Merger approval, amendment, or abandonment.1706.712Merger certificate and effective date.1706.713Merger effect.1706.72Conversion to or from LLC form.1706.721Conversion approval, amendment, or abandonment.1706.722Conversion certificate and effective date.1706.723Conversion effect.1706.73Merger or conversion consent if personal liability will attach.1706.74Merger or conversion under other law.1706.76Separate asset series-designation by operating agreement.1706.761Separate asset series-limited liability statement.1706.762Separate asset series-how assets held.1706.763Separate asset series-limited liability statement effective.1706.764Separate asset series-wrongful dissociation from series.1706.765Separate asset series-circumstances causing dissociation from series.1706.766Separate asset series-effect of dissociation.1706.767Separate asset series-effect of series dissolution.1706.768Separate asset series-events causing series dissolution.1706.769Separate asset series-activities and proceedings after dissolution.1706.7610Separate asset series-responsibility to wind up activities after dissolution.1706.7611Separate asset series-disposition of claims after dissolution.1706.7612Separate asset series-notice of dissolution and limitation of claims.1706.7613Separate asset series-distribution of funds upon wind up.1706.81Effect on federal law.1706.82LLC may act outside the state.1706.83Chapter applies to all LLCs on and after February 11, 2022.1706.84Application of chapter amendments.