New Jersey § 42:2c-13
Full text of New Jersey New Jersey Statutes § 42:2c-13, with citation guidance and answers to common questions.
§ 42:2c-13.
Operating Agreement; Effect on Third Parties and Relationship to Records Effective
on Behalf of Limited Liability Company. a. An operating agreement may specify that its amendment requires the approval of
a person that is not a party to the operating agreement or the satisfaction of a condition. An amendment is ineffective if its adoption does not include the required approval
or satisfy the specified condition. b. The obligations of a limited liability company and its members to a person in the
person's capacity as a transferee or dissociated member are governed by the operating
agreement. An amendment to the operating agreement made after a person becomes a transferee or
dissociated member is effective with regard to any debt, obligation, or other liability
of the limited liability company or its members to the person in the person's capacity
as a transferee or dissociated member. c. If a record that has been delivered by a limited liability company to the filing
office for filing and has become effective under this act contains a provision that
would be ineffective under subsection c. of section 11 of this act, 1 if contained in the operating agreement, the provision is likewise ineffective in
the record. d. Subject to subsection c. of this section, if a record that has been delivered by
a limited liability company to the filing office for filing and has become effective
under this act conflicts with a provision of the operating agreement: (1) the operating agreement prevails as to members, dissociated members, transferees,
and managers; and (2) the record prevails as to other persons to the extent they reasonably rely on
the record. 1
L.2012, c. 50 (N.J.S.A. § 42:2C-11).
Frequently Asked Questions About New Jersey § 42:2c-13
What does New Jersey Statutes § 42:2c-13 cover?
Section 42:2c-13 is part of the New Jersey Statutes, the codified statutory law of New Jersey. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite New Jersey § 42:2c-13?
A common citation format is "New Jersey Statutes § 42:2c-13" (New Jersey). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of New Jersey law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the New Jersey official source linked on this page or consult a licensed New Jersey attorney.
How does New Jersey § 42:2c-13 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in New Jersey can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in New Jersey.