Tennessee § 48-249-105 - Ultra vires actions.
Full text of Tennessee Tennessee Code Annotated § 48-249-105 — Ultra vires actions., with citation guidance and answers to common questions.
§ 48-249-105. Ultra vires actions.
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. Challenge of power. An LLC's power to act may be challenged in a proceeding by: A member against the LLC to enjoin the act; The LLC, directly, derivatively or through a receiver, trustee or other personal representative, against an incumbent or former director, manager, employee, agent or member of the LLC, as applicable; or The attorney general and reporter under § 48-249-617. 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 proceeding, and may award damages for loss suffered by the LLC or another party because of enjoining the unauthorized act. Acts 2005, ch. 286, § 1.
Source: official Tennessee text · Last verified 2026-08-27
Frequently Asked Questions About Tennessee § 48-249-105
What does Tennessee Code Annotated § 48-249-105 cover?
Section 48-249-105 ("Ultra vires actions.") is part of the Tennessee Code Annotated, the codified statutory law of Tennessee. 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 Tennessee § 48-249-105?
A common citation format is "Tennessee Code Annotated § 48-249-105" (Tennessee). 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 Tennessee law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Tennessee official source linked on this page or consult a licensed Tennessee attorney.
How does Tennessee § 48-249-105 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Tennessee 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 Tennessee.