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New Jersey Resolution Accepting Resignation of Member of Limited Liability Company and Appointing a Successor Member

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This is a form of resolution adopted by unanimous consent of the members of a limited liability rather than having a formal meeting. All members must sign the consent form.

In New Jersey, a Resolution Accepting Resignation of Member of Limited Liability Company and Appointing a Successor Member is an official document that outlines the process of accepting a member's resignation from a limited liability company (LLC) and appointing a new member to take their place. This resolution is crucial for maintaining the smooth operation and functionality of the LLC. There are two main types of resolutions in New Jersey that cover this particular scenario: 1. Standard Resolution Accepting Resignation and Appointing a Successor Member: This resolution is generally used when a member of an LLC voluntarily decides to resign from their position. It outlines the acceptance of their resignation and the procedure for appointing a new member to fill the vacancy left by the resigning member. This resolution ensures a smooth transition and minimizes disruption to the LLC's operations. 2. Forced Resignation Resolution and Appointing a Successor Member: In some cases, a member may be involuntarily removed from an LLC due to various reasons, such as breaching the terms of the operating agreement, non-performance, or misconduct. A forced resignation resolution is then required to officially accept the resignation of the member and appoint a replacement. This resolution is critical for maintaining the integrity and stability of the LLC. To draft an effective New Jersey Resolution Accepting Resignation of Member of Limited Liability Company and Appointing a Successor Member, include the following key elements: 1. Title and Purpose: Clearly state the purpose of the resolution, including the acceptance of resignation and appointment of a successor member. 2. Company Information: Provide the full legal name and registered address of the LLC. 3. Resignation Details: Specify the name of the resigning member, their role within the LLC, and the date when their resignation takes effect. Include any additional details related to the resignation, such as reasons, terms, or agreements made during the resignation process. 4. Appointment of Successor Member: Identify the new member who will fill the vacancy left by the resigning member. Include their full name, contact information, and the effective date of their appointment. If required, mention any qualifications, procedures, or conditions the new member must meet or fulfill. 5. Voting and Approval: Outline the voting process for approving the resignation and the appointment of the successor member. State the required majority or unanimous consent of the remaining members. 6. Effective Date: Specify the date when the resolution is adopted and becomes effective. 7. Signatures: Include spaces for the signatures of all members approving the resolution, along with their printed names and dates. It's crucial to consult with a legal professional or attorney familiar with New Jersey LLC procedures and regulations to ensure the resolution accurately reflects the specific circumstances and adheres to state laws.

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FAQ

To resign, the New Jersey registered agent must send written notice of their resignation by certified mail, return receipt requested, to the company they had been representing at its last known address and make an affidavit that the notice has been served to the company.

You may only cancel a New Jersey LLC that has filed all of its annual reports and is in good standing with the Division of Revenue. You can submit a certificate of cancellation to the Division of Revenue online, by mail, or over-the-counter. You can't fax file a certificate of cancellation.

The New Jersey LLC name change form is called the Certificate of Amendment. (It's called this because you're amending your New Jersey Certificate of Formation, the business formation documents you filed to start the NJ LLC.)

Dear Sir, I regret to inform you that due to some personal reasons and certain other pre occupations, I am not able to continue to hold office of directorship in the company. I am thankful to the company and the fellow board members for the support extended during my tenure as director.

The process for transferring LLC ownership in New Jersey includes drafting a new LLC Operating Agreement reflecting the changes in ownership, filing an Amendment to the Certificate of Formation with the New Jersey Division of Revenue, and possibly filing an Amendment to the Tax Clearance Certificate.

Corporations ending business in New Jersey can dissolve, cancel, or withdraw online. Go to njportal.com/dor/annualreports and select ?Close a Business.? Businesses that choose to complete a paper application must submit all of the following: Appropriate dissolution/withdrawal/cancellation form.

After a meeting is called consisting of all the members, a vote should be cast to remove the member. You may need to reach a universal agreement, where all members agree on removing the member or get majority approval. If you can't get the requisite approval, the member cannot be removed from the LLC.

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This is a form of resolution adopted by unanimous consent of the members of a limited liability rather than having a formal meeting. All members must sign the ... Add a statement that the listed agent is resigning (Form L-121 already provides this) and list the successor agent's name and address. Provide a New Jersey ...WHEREAS, the Resigning Trustee has given written notice to the Company that it is resigning as Trustee, Security Registrar and Paying Agent under the Indenture. To file electronically: 1. Enter the information requested below and sign by typing your name in the signature field. The form can only be filled in using ... THE COMPANY INTERESTS REPRESENTED BY THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES ... IT WAS THEREFORE RESOLVED that [insert name] be and is hereby appointed as Director of the Company with effect from [insert effective date of appointment]. The New Jersey statute specifies that a resigning member is entitled to the fair ... successor liability on corporate sole member that received dissolved LLC's ... (1) The approval of all of the members of the limited liability. 30 company other than the member assigning his limited liability company. 31 interest; or. 32. The court held that the three-year statute of limitations governing member liability for distributions under the New Jersey LLC statute did not apply to funds. (B) Fees The fee to file a notice of change of principal office, resident agent, or resident agent's address is. $25.00 per corporation, limited partnership, ...

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New Jersey Resolution Accepting Resignation of Member of Limited Liability Company and Appointing a Successor Member