§ 48-3a-905. Activities not constituting doing business.

(1) Activities of a foreign limited liability company which do not constitute doing business in this state under this part include:

(a) maintaining, defending, mediating, arbitrating, or settling an action or proceeding;

(b) carrying on any activity concerning its internal affairs, including holding meetings of its members or managers;

(c) maintaining accounts in financial institutions;

(d) maintaining offices or agencies for the transfer, exchange, and registration of the securities of the foreign limited liability company or maintaining trustees or depositories with respect to those securities;

(e) selling through independent contractors;

(f) soliciting or obtaining orders by any means if the orders require acceptance outside this state before they become contracts;

(g) creating or acquiring indebtedness, mortgages, or security interests in property;

(h) securing or collecting debts or enforcing mortgages or security interests in property securing the debts and holding, protecting, or maintaining property;

(i) conducting an isolated transaction that is not in the course of similar transactions;

(j) owning, without more, property; and

(k) doing business in interstate commerce.

(2) A person does not do business in this state solely by being a member or manager of a foreign limited liability company that does business in this state.

(3) This section does not apply in determining the contacts or activities that may subject a foreign limited liability company to service of process, taxation, or regulation under law of this state other than this chapter.

Enacted by Chapter 412, 2013 General Session