Statute Text
General
powers.
(1) Unless
its articles of organization provide otherwise, the duration of a limited
liability company shall be perpetual.
(2) Unless its
articles of organization provide otherwise, and subject to the provisions of
ORS 63.074 (2), each limited liability company organized under this chapter
may:
(a) Sue and be
sued, and complain and defend in all courts in its own name;
(b) Purchase,
take, receive, lease, or otherwise acquire, own, hold, improve, use and
otherwise deal in or with real or personal property or any interest in real or
personal property, wherever situated;
(c) Sell, convey,
mortgage, pledge, create a security interest in, lease, exchange or transfer,
and otherwise dispose of all or any part of its property or assets;
(d) Purchase,
take, receive, subscribe for or otherwise acquire, own, hold, vote, use,
employ, sell, mortgage, lend, pledge, otherwise dispose of, and otherwise use
or deal in or with other interests in or obligations of any other entity;
(e) Make
contracts or guarantees, incur liabilities, borrow money, issue its notes or
other obligations that may be convertible into other securities of the limited
liability company or include the option to purchase other securities of the
limited liability company, or secure any of its obligations by mortgage or
pledge of any of its property, franchises or income;
(f) Lend money,
invest or reinvest its funds, or receive and hold real or personal property as
security for repayment of funds so loaned, invested or reinvested;
(g) Be a
promoter, incorporator, general partner, limited partner, member, associate or
manager of any partnership, joint venture, trust or other entity;
(h) Conduct its
business, locate offices and exercise the powers granted by this chapter within
or without this state;
(i) Elect or
appoint managers, employees or agents of the limited liability company, define
their duties, fix their compensation and lend them money and credit;
(j) Make and
alter an operating agreement, not inconsistent with its articles of
organization or with the laws of this state, for managing its business and
regulating its affairs;
(k) Pay pensions
and establish pension plans, profit-sharing plans, and benefit or incentive
plans for any or all of its current or former managers, members, employees and
agents;
(L) Make
donations for the public welfare or for charitable, scientific or educational
purposes;
(m) Transact any
lawful business that will aid governmental policy;
(n) Indemnify a
member or manager or any other person as and to the extent not inconsistent
with the provisions of this chapter;
(o) Cease its
activities and dissolve; and
(p) Have and
exercise all powers and do every other act not inconsistent with law which is
necessary or convenient to promote and effect any or all of the purposes for
which the limited liability company is organized. [1993 c.173 §20; 1997 c.646 §2]
NAME