Tennessee Statutes
§ 48-213-101 — Ultra vires actions
Tennessee·Title 48
(a)Limit on Power to Challenge. Except as provided in subsection (b), the validity of an LLC's action may not be challenged on the ground that the LLC lacks or lacked the power to act.
(b)Challenge of Power. An LLC's power to act may be challenged in a proceeding by:
(1)A member against the LLC to enjoin the act;
(2)The LLC, directly, derivatively, or through a receiver, trustee, or other legal representative, against an incumbent or former governor (if board-managed), manager, employee, or agent of the LLC; or (3) The attorney general and reporter under § 48-245-902 .
(c)Derivative Action. In a member's proceeding under subdivision (b)(1) to enjoin an unauthorized LLC act, the court may enjoin or set aside the act, if equitable and if all affected persons are parties to the proceedin
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Related
Lascassas Land Company, LLC v. Jimmy E. Allen
(Court of Appeals of Tennessee, 2018)
Legislative History
Acts 1994, ch. 868, § 1.
Nearby Sections
15
§ 48-1-101
Short title§ 48-1-102
Part definitions§ 48-1-103
Exemptions§ 48-1-105
Registration by coordination§ 48-1-106
Registration by qualification§ 48-1-109
Registration as broker-dealers, agents, investment advisers, and investment adviser representatives§ 48-1-111
Records and reports - Examinations§ 48-1-115
Administration