2006 Minnesota Statutes

322B.90 GOVERNING LAW.
    Subdivision 1. State of organization. Subject to the Constitution of this state, the laws of the
jurisdiction under which a foreign limited liability company is organized govern its organization
and internal affairs and the liability of its members. A foreign limited liability company may not
be denied a certificate of authority to transact business in this state by reason of any difference
between those laws and the laws of this state.
    Subd. 2. Limitations. A foreign limited liability company holding a valid certificate of
authority in this state has no greater rights and privileges than a domestic limited liability
company. The certificate of authority does not authorize the foreign limited liability company to
exercise any of its powers or purposes that a domestic limited liability company is forbidden by
law to exercise in this state.
History: 1992 c 517 art 2 s 130